Phobia
by Stand In Girl
Summary: Alec has a phobia. Can Max help him overcome it before his fear destroys him? MA. Challenge Fic.
1. Prologue

**Title**: Phobia

**Summary**: "Alec always seems cool and level headed, so let's give him an irrational fear."

Agateophobia - a persistent, abnormal, and unwarranted fear of insanity or becoming insane.

**Rating:** T. Violence and language.

**Pairing**: MA

**Disclaimer**: Don't own 'em.

**Author's Note**: This is a challenge fic from NWP. There'll be a lot of angst, so be warned!

**Prologue**

His jaw stung as her fist landed forcefully just below his cheekbone, but he couldn't say it was completely unexpected. He had watched the fire grow in her eyes since he'd started talking, and now it was only logical that she'd resort to taking a swing.

"Ow." He commented casually, but his eyes flashed as he ran a finger over his bruised jaw.

"You are such a dumbass! I don't even know why I depend on you," Max sneered, her arms crossing over her chest and her hip jutting out to the side. Funny how she never assumed he would go ahead and hit her back.

Then again, he'd probably deserved the punch. He _had_ been reckless, but he really hadn't thought it would piss her off this much.

"Don't you ever, _ever_, go strolling out of here thinking you're doing a favor for the rest of us!" Max ranted, her voice barely above a growl and her expression forbidding.

"Max, look. A guy I've… done business with called and I just figured, why not try to liven things up around here a little? Y'know, have some fun."

From the way Max's back stiffened and her eyes dilated, Alec knew that probably wasn't the right thing to say. "_Fun_? You went out there and risked your life so Terminal City could have some fun? We're on the brink of war, and our people are dying! What the hell would a few pool tables and a dozen crates of beer do for us?"

He nearly growled, once again annoyed at her inability to listen. "I just told you, Max!" Alec replied, his voice matching her low snarl. Did she think he didn't _know_ all this? "We can't concentrate on this 24 hours a day. It'll kill us eventually."

"_No_." Max stated, with quiet fury. "It won't kill anyone. But it _will_ drive you crazy. Face it, you don't like being cooped up like this, working all the time. You'd rather be off risking your own neck."

He threw his hands up in a so-sue-me gesture. "And?" He replied heatedly, "I'm not risking anyone else's neck, am I? Just mine. So why does it piss you off?"

Uncertainty flashed into her eyes for a second and caused her to pause, but the emotion was replaced with rage a second later. "Because you're so careless! Busting out of Terminal City and traipsing through Seattle, despite the fact that they have ways to track us? And for what? A little entertainment and some alcohol that doesn't do anything for us, anyway?" She stalked closer to him, planted her hands firmly on his chest, and shoved him with all her strength. He stumbled a little in surprise but regained his balance easily as she continued to advance on him.

"You. Are. So. _Insane_!" Max shouted, punctuating each word with more sharp jabs to his chest. His body suddenly stiffened, and his hands enveloped both of her wrists with bruising force. She barely kept herself from yelping in surprise as he immediately halted her abuse.

Alec's eyes narrowed and turned menacing as rage coursed through him. He kept his hold on her hands as he said in a low, threatening growl, "I'm _not_ crazy."

"Could have fooled me," Max replied, infuriated both by his macho display of strength and his unprecedented anger. "No sane person would risk his life the way you do on a daily basis."

He released her hands as if he could no longer stand to touch her. His voice was deceptively calm as he replied, "Well, I'm not pulling out anyone's teeth, am I?"

It was beyond low. It was cruel. But he knew it was the one thing that would make her stop. She _had_ to stop.

She gasped in horrified surprise, her face blanching and her expression going slack. She was completely speechless, and so stunned she dropped her guard as her eyes filled with hot, angry tears.

"You… You have _no_ right…" She whispered unsteadily, her voice alternately faltering and growing stronger as pain and rage warred within her.

"I have every right. And I can guarantee you, Max, I'm not crazy. Ask those damn doctors in Phy Ops; they spent long enough making sure."

With that, he shoved away from her and walked away. She probably hated him more now than she had when she first met him, and their tentative friendship was most likely shattered. But at least she'd stopped.

**_TBC..._**


	2. Chapter 1

_A/N: Thanks for the reviews, everyone! And without further ado, chapter one!_

**Chapter One **

"Max? Hey, Princess, am I interrupting something, here?"

Max lifted her head from her desk and noticed for the first time that Mole was talking to her. Or rather, sarcastically insulting her lack of focus.

"Sorry if all my trying to keep Terminal City alive is interrupting your beauty sleep," He groused when he realized he had her attention, his ever-present cigar planted firmly in his mouth. He had become quite good at inhaling the noxious smoke while talking at the same time, Max noted with dull amusement.

"Most people knock," Max replied easily, indicating to the fact that he had just opened her door and barged into her private office.

Truthfully, _everyone_ opened her door and barged in unannounced, and Mole knew that. Transgenics were many things, but patient and polite weren't among the list. "Think you could tune back to earth for a minute? Or at least tell me what's clouding your pretty little head this time. The guys and I could use a laugh."

She stood indignantly, crossing her arms over her chest. He was implying that whatever she was worrying about was probably stupid, and she resented him for it. The fact that Alec had taken a total one-eighty and gone from someone she could trust to someone that cruelly taunted her was hardly unimportant.

The thought conjured an image of Alec in her head, angry and just barely in control, and her face tautened as she struggled to restrain the whirlwind of emotions the memory brought.

When they had first met, flippant comments about Ben hadn't been unusual for him. Max assumed that he had, after all, retained a deep resentment for her unit-mate after having been put through rigorous Phy Ops evaluations as a result of Ben's instability. But, after that painful night that she finally released her sickening secret to Alec, of all people, things had subtly shifted between them. The arguing had become less violent – although perhaps no less heated – and there was a strange sense of companionship that allowed both of them to relax in each other's company.

She had always trusted him on some level to have her back. And she had always chosen Alec to accompany her on recon missions and rescue ops, despite the fact that she had numerous other X5's ready and willing to watch out for her. Perhaps it had just become habit, but she had to admit it wasn't a habit she was willing to break.

Well, he seemed to have no trouble breaking _his_ habit. His habit of being empathetic about Ben, of not saying things that would cause her to remember the ultimate ending to that situation. She had trusted him completely with one of the most nightmarish experiences of her life, and last night he had thrown that trust right back in her face.

Her only question was: why?

_Why_ had he felt the need to hurt her? Because that was undoubtedly his intention. Bringing up Ben would cause nothing but pain for her, and he knew that. Hell, their argument had been a pretty common one for them; nothing that should have upset him. He was forever risking his life unnecessarily, and she was forever ripping him a new one for not being more careful. It wasn't as if she had said anything to hurt him the way he wanted to hurt her.

So why did she feel as if everything were somehow her fault?

"Max!" Mole's rough voice instantly yanked her from her thoughts, and she glanced at him guiltily. "Keep getting lost in your head, and I'll seriously start to consider that something's wrong with you."

Max grunted in response and walked toward him. Mole tensed, looking slightly wary as he moved away from the door. But Max merely patted him hard on the shoulder as she slid by him. "Keep talking to me like that," Max responded sociably, though the threat still crept into her tone, "And you won't have a head to consider with."

------------

Alec stared at himself intently in the cracked, dingy mirror, noting with some indifference that his face looked a little wearier, his eyes a little darker and his skin a little paler. He registered the changes briefly and then discarded them, understanding that they were most likely brought on by all the stress he'd experienced lately.

Instead he focused his attention inward, and ran through the usual questions.

_Was he feeling alright today?_ He gave the subject a moment's thought and decided that, despite his guilt over his fight with Max and the aforementioned stress, he was fine.

_Any unusual thoughts or urges?_ He quickly pondered over his behavior as of late, but he couldn't recall a time when he'd thought about or wanted to do something strange. He'd had transgenic yearnings, sure, but nothing out of the ordinary. He hadn't wanted to kill anything; not the transgenics he saw every day, not the Ordinaries protesting just outside the gate, and not the mice that ran rampant through Terminal City.

….Well, okay, so maybe he'd had thoughts about the mice. But that wasn't so unusual; feline DNA, and all. Next question.

_No confusion about his place in the world, what he was meant to do?_ Oh, hell. Plenty of confusion about that. For one, he didn't know exactly what he was supposed to be doing for Terminal City, or whether he was even up for such a joint effort after spending so much time on his own. And he didn't know if Max had a place for him in her life, if she needed him. He didn't know if he needed her.

But nothing that made him want to do anything… crazy.

_Felt the need to hurt someone unnecessarily_? Well, unless he counted the need to emotionally devastate Max, then no. He felt worry bubble in his stomach as he wondered if maybe that _did_ count.

He shook his head quickly and continued to the last question.

_How did he feel about teeth?_ He shuddered. Still _hated_ anything to do with them.

Alec sighed, finally breaking his own gaze and glancing away from his reflection. Daily checkup complete. The analysis? Not crazy.

He took a deep breath and bowed his head, staring down at the dingy sink drain vacantly. He had long since memorized the answers to those questions; they'd asked him every day until he had finally learned the correct responses. Until he had finally started asking himself the questions out of habit.

His jaw clenched tightly as he remembered a time when he hadn't had all the answers.

_"How you feeling today?" White lab-coats with clipboards, checking off his answers as if they were inventory. _

_494 stood straight and tall like a soldier, but inside he was nervous and, if he allowed himself to admit it, frightened. "Uh… fine." He replied after a brief hesitation. That missed beat garnered him a suspicious look from the doctor and a large tick on the clipboard. 494's eyes roved over the man nervously before refocusing on the wall in front of him. _

_"Any unusual thoughts or urges?" 494's gaze flickered back to the questioner again, and he had the misfortune of catching the lab-coat's gaze. _

_A gaze that narrowed and became hard as the man snapped, "Eyes front, 494!" _

_494's gaze snapped forward again. "No strange thoughts or urges, sir!" He barked, his voice echoing in the empty room. Another checkmark. _

_"No confusion about what you're meant to do here and what your purpose is?" The lab-coat questioned next, his voice distinctly colder. _

_"I…" 494 faltered, the words catching in his throat. His purpose? They had never told him that. He just followed orders. Was that an acceptable answer? Or were they looking for something else? _

_"494…" The man said Alec's designation low in his throat, like a venomous warning. _

_"I… I follow orders, sir!" He called to the wall, but he knew he had hesitated and fumbled too long. He struggled to maintain his gaze, even as he felt the lab-coat whisk by him and exit the room. _

_494 held his position and continued to focus on the vivid white wall, aware that his superiors were still studying him through the double-sided mirror. He could even pick out a few of their words with his advanced hearing. _

_"Not sure if… Needs more thorough investigation…. I'd suggest another couple of months… Psy Ops." _

_Dread, cold and heavy, spread through his system like ice. Sweat broke out on his forehead and his vision darkened as his mind screamed for him to move, run, fight, escape. _

_But he stood perfectly straight and still as the white-coats rushed in. He stood still as they shoved a needle in his arm. He collapsed willingly as they gathered up his drugged body and hauled him back to Phy Ops for observation. _

Alec hadn't realized he'd grabbed the dingy old sink until he felt the porcelain crumble under his grip. He jerked out of his haze, eyes snapping open and teeth grinding together. He surveyed the damage and then released the sink lining, holding his hands out and observing them as they quaked.

Shaking hands wasn't a good sign, according to Manticore. Maybe Max was right.

He released a frustrated noise and clenched his hands into fists. Get a grip! His morning ritual had proved once again that he was sane. A comment from Max didn't change anything. It wasn't weird for him to want to use the skills Manticore had given him, and yes, to risk his neck on occasion. It wasn't like he didn't take precautions, and he had learned quickly from his mistakes.

But still, Max's remark had shaken him. Or more so, the way she had said it so deliberately had shaken him. There was very little doubt in her eyes, as if in that moment she had honestly believed it. Believed he was crazy.

She'd probably meant it, but not in the way he had interpreted it. Max couldn't comprehend his need to venture out of Terminal City and into the arms of the cruel, hateful city. She had worked hard to make Terminal City a haven for transgenics, a place they wouldn't have to leave once they had entered the rusty, well-guarded gates. But waiting wasn't something Alec did easily. He had never been the most patient of the X5's, which was saying something, considering none of the X series had much patience.

His behavior wasn't all that strange, really. It made perfect sense to him, at least.

_Just like it made sense to Ben? _

He gritted his teeth and clenched his eyes shut, willing the thought away. He knew next to nothing about Ben, having only heard what Max and Manticore had told him. His only relation to the unstable X5 was their shared genes. Unfortunate, but not something he could control. And not something he would let control him.

He was fine. _Fine_. Manticore wouldn't have kept him around if they hadn't thought him both capable and rational. They had performed their tests, as Alec performed his, and they had found no reason to believe he would or had lost his mind.

But even as he reassured himself, a cold, cruel voice scraped abrasively though his mind like a splinter. _"Not sure if he's stable…another couple of months in Phy Ops." _

**End of Chapter One**


	3. Chapter 2

**Chapter 2**

Alec's gaze was shuttered. His lips were drawn into a thin line, his jokes were forced, and his grin was too wide to be entirely plausible.

Max wondered if it was because of their fight. Did he feel guilty? Or was the change caused by the same unknown problem that had made him verbally attack her the other night?

Either way, she was positive it was something big and potentially very bad. The only other time she had seen such a crack run through Alec's well-laid façade, he had been remembering Rachel. If whatever happening now compared to the disaster that was the Berrisford Agenda, Alec was probably going through hell.

Her brow furrowed in worry as she thought of all the possibilities. With their upbringing, there were just too many bad scenarios. Too many demons and skeletons in the closet.

Making up her mind, Max resolutely marched over to Alec, who was raucously entertaining two X5's. She noted the strange glimmer in his eye and the fakeness of his laugh and wondered why no one else detected it.

"Alec." She said firmly, her voice sharp. He stopped laughing almost immediately, further proving that he hadn't really found anything funny to begin with. When his gaze settled on her, something flickered behind his eyes. She couldn't tell what the emotion was, but at least his gaze lost a little that deadened cast.

"Max," His voice was careful, cautious. Not fake, but not exactly real, either. He was probably expecting her to yell at him again.

Although he certainly deserved it, Max was surprised to find the urge had severely dissipated in the past few days. Her worry for him had grown since his brief reclusion into his apartment, and now increased with his reappearance. This wasn't the Alec she knew, and that belief swiftly took the wind right out of her angry sails.

"You alright?" She asked abruptly, and then swiftly regretted it. The only way to get Alec to open up was slowly, and with a lot of finesse. Otherwise he would just say—

"I'm always alright," He smirked and tilted his head slightly, reminding her forcefully of the last time those words had escaped his lips. But he hadn't been alright then, and he wasn't alright now.

"Alec," She said again, softening her voice and looking intently into his eyes. His mask slipped just a little, and faint frown lines appeared between his brows as he struggled to keep it in place.

"Stop." He said softly, his voice scarcely above a whisper.

She laid a cautious hand on his arm, and he flinched away. By now the other X5's had wisely slunk away from the situation, leaving Max and Alec relatively alone.

"Stop what?" She asked quietly. She obstinately rested her hand on his on his arm again, determined to offer even the slightest bit of comfort. He didn't react this time, but his muscles were tightly coiled beneath her palm. "What's wrong, Alec?"

She was losing the fight. She could already see the light leaving his eyes again.

"Nothing," He replied after a long pause. He shook off her hand and she let it drop, although she wasn't going to give up quite that easily.

"Liar. Why else would you bring up my dead brother and then disappear for three days?" She asked, settling her hands on her hips and giving him a pointed glare. This wasn't the way to get through to him, but she couldn't restrain her pushiness. Why couldn't he see that she wanted to _help_ him?

"Categorizing my behavior now, Max?" He asked with an odd note in his voice, and she could almost feel him shutting her out. "What exactly are you looking for?"

She frowned in confusion. "What are you talking about? I'm not looking for anything. I just want to know why you've been acting so strange lately. It isn't like you."

Was she imagining it, or had there been a flash of fear in his eyes? She wanted to study him further, but he suddenly turned away from her.

"How do you know?"

His voice took a moment to float to her ears. She frowned, unsure of the question. "How do I know it isn't like you?" She repeated slowly, "Because I know you."

His muscles tensed and his back stiffened defensively. "No, you don't."

His voice was defensive too, and she didn't understand why. On instinct, she grabbed his arm and pulled him to face her. The force of her grip caused him to turn before he had a chance to resist, and his surprise momentarily caused his façade to drop.

Max was shocked to see the stark, undiluted _pain_ in his eyes. It was all-consuming and so terrifying that she felt as if _she_ was the one drowning in the emotions shining through those green depths.

She shook herself out of her daze, her hand tightening fiercely around his arm "_What's going on_?" She whispered raggedly.

His eyes closed for a moment, and when they opened again everything was gone. His face relaxed into such a practiced grin that she knew he had done this a thousand times before; covered his pain as easily as slipping on a mask. "Nothing's going on. Stop worrying so much, Maxie."

She flinched at both the nickname and the ease at which the teasing returned to his voice. She could tell it was no use; he was gone and he wasn't going to come back until he was good and ready. Her only option was to wait it out and see if he would resurface anytime soon.

She just hoped his problem wasn't something that would kill him while he was trying to deal with it all by himself.

"Max!" The voice barked through command and Max jumped, jerking her head around. The urgent tone pulled her out of her dismayed thoughts, and she glanced at Dix, who was shouting from his desk. "We've got a runner in Sector 4, and the police are hot on his tail. Think you can get there in time?"

Nothing like a good rescue mission to help her focus, Max thought, already moving, planning, preparing. "I'm on it. Call a few X5's for back—,"

"I'm coming." Alec was standing at her shoulder, his face tapered and serious. She glanced at him, pausing in her movements to study his tense features. "Alec, I've got it. It's just—,"

"Don't trust me to do my job anymore, Maxie?"

The tone of his voice told her she was treading on very dangerous waters, though she had no idea why. Understanding that something seemed to have cracked within him and that answering the question with an affirmative would only cause the crevice to widen, Max shook her head. "No, of course not. You'll cover me."

Brief satisfaction ignited on his face before his features stiffened again. Max nodded to Dix, who paged two other X5's. A minute later, a tall, willowy woman with a deceptively fragile face and dark red hair burst into HQ, followed by a gaping man with a wide chest and dark, stunning features.

"I'm Gin," The woman said succinctly before Max could ask. "He's Tonic."

An unexpected laugh erupted to the left of Max, and her gaze jerked in Alec's direction. He was smiling his first real smile of the day, and the laugh was hoarse but genuine. "You named yourselves Gin and Tonic?"

Gin glared briefly, but seemed to decide that ignoring him would be best under the circumstances.

"Everyone ready?" Max asked concisely, ignoring both the argument and the fact that Alec was _smiling_. She couldn't let her trouble with Alec take over her mind when there was a transgenic being hunted down like an animal out there.

She received a few brief nods and even a salute from the still silent Tonic, and then the group rushed out of HQ.

It didn't take them long to find the scene of the chase. There were Sector Police and squad cars blocking off the entire area, and a crowd was already amassing, picket signs waving in the air. Max quickly calculated their location, noting that there was a manhole a few streets to the left. They would have to use that to escape back into Terminal City once they found the cornered mutant.

Rather than taking their motorcycles and blasting through security, the four transgenics slunk stealthily around the crowd to a nearby side alley. Wordlessly, they hopped over the eight foot chain link fence with ease and landed neatly on the other side.

Max held up a hand and concentrated, noticing her companions doing the same. The commotion was definitely coming from the alley directly adjoining the one they were currently standing in. After a series of quick hand signals, the team took off down the alley and to the source of the dispute.

It was worse than Max could have imagined. The transhuman - a male that clearly had buckets of frog DNA in his cocktail - was curled into a fetal position on the ground, while Sector cops relentlessly beat him with the butts of their guns. It was crystal clear that the mutant wasn't a threat, but Max assumed the police had wanted to have a little _fun_.

Max growled with rage and launched herself at the cop closest to the transhuman, trusting her team to take care of the other men. She let herself feel satisfied at the alarmed intake of air from her target, but she carefully kept her fury in check. Nothing would be worse for PR than a transgenic killing a cop, no matter the circumstances.

She tackled him around the middle and took him to the ground, moving to disarm and disable rather than cause any permanent damage. She saw the flash in the cop's eye, as if he couldn't decide whether to be pleased or terrified that a hot mutant chick was sitting on top of him, but the spark quickly fled as she wrapped her hands firmly around his neck.

He struggled but she held firm, keeping him in place with her legs and squeezing his neck just long enough so that he lost consciousness. Vaguely she heard grunts and the rumble of gunshots from behind her, but she was too focused on her task to really absorb the sounds. Finally, she released both his neck and the shaky breath she'd been holding, and carefully felt for a pulse. It was fluttering a bit, but steady.

She removed herself from the cop and stood, noting her fellow transgenics doing much of the same. She looked toward the transhuman, who was still trembling on the ground.

"Hey," she said softly, reaching her hand out slowly so as not to startle him. "It's okay. We're the good guys."

He glanced up, his green-tinged eyes blinking nervously. "X5's?"

"You got it," Max replied, smiling and wiggling her already outstretched hand. The transhuman began to lift his translucent, webbed fingers to meet hers, but he stopped suddenly, his eyes widening in horror. Before Max could even react, a bullet whizzed by her ear as a gunshot cracked through the alley. A second later she was being tackled to the ground, landing flat on her stomach with the wind knocked out of her.

Logically, she was so much stronger than the policeman restraining her that escaping should have been easy, but surprise halted her movements for a few brief moments. Those seconds were enough for the cop to rest the barrel of the gun against her forehead. He stared down at her, his finger caressing the trigger and his eyes filling with hatred.

And then he was off of her and flying through the air. Max first heard the sickening sound of a body colliding with pavement, and then the muffled, slightly soggy thumps of a person being kicked repeatedly and with vicious force.

Max immediately jumped to her feet, her eyes taking in a scene that horrified her: Alec standing above the policeman and beating him to a bloody pulp.

"Alec!" She screeched, but he didn't flinch or give any indication that he'd heard her. Instead, he jerked the now limp cop from the ground and pounded a fist into the man's face. And then another, and another.

Max reached his side in a flash and jerked the man out of Alec's hands, letting the cop slump to the ground. Then she turned her shocked gaze to Alec, and her horror only grew. He didn't look like the Alec she knew. His eyes were dark and hazy and filled with so many tumultuous emotions that Max wasn't sure he was even aware of his surroundings. His usually smiling lips were drawn and pinched, his jaw was clenched and trembling, and his cheeks looked hollow and thin.

Then, as if a switch had been turned on, awareness leaked back onto his face and brought with it such a look of revulsion that Max shuddered. He stared down at his hands, which were bruised and covered in blood and shaking. Then his gaze slid back up to her face.

"Max." The whisper was ragged and broken, a tone she had never, _ever_ heard Alec use before. And that frightened her more than anything.

Her eyes stared into his tortured ones for what seemed like ages, until he suddenly shoved away from her. She expected him to take a step back and turn around, to try and hide his sudden outburst by a string of stupid jokes. She hadn't expected him to take a shuddering breath and blur away from her, moving down the alley and out of sight.

"_Alec_!" Max cried in shocked disbelief, but he had already disappeared. Silence rung through the alley, the quiet only broken by the sounds of the guards' ragged breaths and the crowd gathered outside the barricade.

"Max." Tonic's calm, collected voice pulled her back to the present situation, where the Sector Cops were already stirring and backup troops were being sent in as they spoke.

"Right," She said quickly, her voice turning cold and authoritative, "Take a left down this alleyway and keep walking until you come to the manhole. From there, walk east through the sewers for about 25 clicks. That should put you just outside of Terminal City; call base and tell them to be ready for you."

"And what are you going to do?" Gin questioned, though from the tone of her voice she was well-aware of Max's intentions. Transgenics were different from humans in a lot of ways – some more obvious than others - but both had one thing in common: they gossiped. And although no one knew exactly what Max and Alec meant to each other, everyone realized that there was _something_ between them

"I'm going after him." Max said simply. "Now get out of here, and keep him safe." She indicated to the transgenic they had just saved. "Don't make all of this for nothing."

**End of Chapter 2**


	4. Chapter 3

**Chapter 3**

Alec stood at the top of the Space Needle, his feet dangling over the edge of the 600 foot drop. Shudders wracked his body, though the trembling had nothing to do with the height or the cold.

What happened to him? He could barely recall the incident with the cop; he could only remember the gun being aimed at Max's head and the policeman's finger dancing on the trigger. All of his inner turmoil had seemed to reach its peak as he'd watched the scene unfold in slow motion. The cop would have pulled that trigger, and Max would have been lost. And without Max, Alec knew that he would have been lost, too.

His control had fled in that small moment. He'd been in so much _pain_, and all of it seemed to connect to the man holding the gun an inch away from Max's temple. And to the terrifying thought that someone had the power to take her away so easily.

But as he remembered the look on her face after she'd seen what he'd done, Alec wondered if he'd lost her, anyway. She'd been… horrified. There was no other way to describe her expression in that moment. There had been confusion and fear too, but the unbending horror that shone from her eyes had taken precedence over any other emotion. She'd been repulsed. By him.

Thick, heavy emotions pounded relentlessly into him, as harsh and unstoppable as a tsunami. He was so, so _afraid. _The terror of being insane was so all-consuming and powerful, he felt as if he would be crushed under its weight. He had tried so hard not to be like Ben. He'd suffered through Manticore's rigorous tests and he'd kept a tight reign on himself, examining his actions constantly. But he'd never gotten rid of that fear. It was always there, whispering at the back of his mind.

Only it wasn't a whisper, anymore. Something inside of him had snapped; the neat little Manticore-instilled box around that particular emotion had exploded, and now the fear hit him full force.

_How you feeling today? Any strange thoughts or desires? Any confusion about your place in the world? Have you hurt someone unnecessarily? What about teeth, Alec? _

He curled his hand into a fist and punched the edge of the Space Needle, causing a hollow, metallic sound to echo through the air. A searing pain shot through his knuckles, which were still bruised and bleeding from his earlier encounter. He paid no heed to the pain as he slammed his fist down again and again.

"You'll hurt yourself doing that."

Her voice cracked through the air like a whip and caused him to jump slightly in surprise. Her sharp intake of breath told him that she wasn't pleased with his seating arrangement, perched precariously on the ledge of the building.

"Little late for that, isn't it?" He asked, surprising even himself with how normal his voice sounded.

Her feet made no sound as she approached him, but he could feel her presence drifting closer, anyway. He didn't turn to look at her, even as she sat beside him and rested a hand on his shoulder. "Let me see."

He finally glanced at her, noticing the concern etched in her dark brown eyes. There was no hint of the disgust that had filled her so completely just hours earlier. He leaned away from her just slightly, but she noticed and shifted closer, not allowing him to escape. "I'm fine, Max."

"No," She replied, some of her old impatience leaking into her voice. "No, you're _not_. You're not fine, you're not alright, and you need help. So just… let me see your hands, okay?"

She met his gaze challengingly and he stared back, a little surprised at the forcefulness in her tone. But then, why should that surprise him? She was _always_ like this. He suddenly felt annoyed. "You know what? Fine. If it'll shut you up."

He extended his arm and rested his hand in her outstretched fingers. Her grasp was gentle despite her demanding words, and he suppressed a shudder as her hands slid lightly over his. His turbulent emotions calmed somewhat, both her touch and her presence soothing to his tattered nerves. He didn't deserve this treatment after what he'd done. Why was she here?

"Not too bad," She said eventually, her voice soft and her head bent over his knuckles. "You've split them and they'll need to be cleaned up, but no major damage."

He'd realized that already. He wasn't particularly relieved about it, either. "Finished?" He asked, though his voice wasn't near as angry as he'd wanted it to be.

"Not quite," She replied, turning her gaze back to him. Her eyes roved over his face, taking in every haggard detail. "Alec, what's _wrong_?" She asked finally, her voice thick with anxiety and a hint of desperation.

"I'm…" He wanted to say fine, to get her to walk away and leave him to work this out on his own. But the word refused to form on his lips, and he suddenly found he'd lost all power to continue with his façade. The shaking started again, and he knew she felt it by the way her grip tightened. He also knew that he was dangerously close to a breakdown, and he didn't want her around to see it.

"Get out of here, Max." He said instead, injecting as much ferocity into his voice as he could manage. He scooted away from her and turned his gaze to the city just below him, hoping she would take the hint and just leave.

He suddenly found himself lying flat on his back staring into dark, angry eyes; Max had taken him by surprise yet again and yanked him backwards, away from the edge of the Space Needle. Her hands gripped his shoulders almost painfully and the ends of her hair just brushed his skin as she leaned over him. "_No_."

He wanted to shake her off, but he didn't particularly want to lose his position. Even in his anguished state, he couldn't help be distracted by how sexy she looked, staring down at him like that. His voice was slightly hoarse as he said, "Max, what the hell are you—,"

"No! I'm not letting you do this again!" She said suddenly, her voice sharp and loud. "I'm not letting you push me away, anymore! Something is bothering you Alec, something is _killing_ you. You're in _pain_, dammit, and you need to get it out. I don't care if I have to keep you pinned here all night; you are _going_ to talk to me!"

Alec's mouth dropped open slightly, her speech shocking him in more ways than one. For starters, he'd never realized she'd cared so much. But the way she'd talked, it sounded as if it was actually hurting her to see him in pain. He was also surprised at just how very aroused her fervent speech had made him. Her eyes were both angry and deeply concerned, her lips were pulled into a pout, and her hair trailed along her jaw line and fanned out around her face.

As he stared up into her beautiful, passionate face, the latter won out. He leaned up until their faces where inches apart and whispered huskily, "_Max_."

Their eyes locked for a moment, and quiet electricity ran through their gazes as neither of them did anything but breathe. Then he jerked her more fully on top of him and captured her lips with his, his mouth fraught and angry and desperate. He could feel her surprise as her entire body stiffened in his arms, but he persisted until he felt her give in and melt against him. Her arms wound themselves around his neck and her fingers dived into his hair, pulling on the dark blonde locks almost painfully.

He fluidly flipped them so that he towered over her, and then he broke away from her lips to pepper kisses along her jaw and collarbone. She moaned his name, her eyes dark and hazy and her chest rising and falling erratically with every fevered breath she took. He received a heady burst of lust, enough to drive all thoughts out of his head. He was only capable of focusing on her; the smell of her, the feel of her, the taste of her. _Max_.

"Alec." This time her speech was more articulated, but still breathy and desire-laced. He brought their lips back together, his hands roving under her thin tank top and pulling at its edge.

"No, Alec." Now her voice was strong and demanding, and finally some part of it reached his hazy brain. He pulled away slightly, his movement stilling as he stared down at her confusedly. She used his surprise to her advantage and reversed their positions again, holding him down but removing herself enough that the contact was no longer sexual. "This won't help you, Alec. I can't let you escape from this," She whispered apologetically, her eyes still dilated and her lips still swollen. "You have to deal with it."

Her meaning took a minute to reach his clouded brain. When it finally did, it was as if a cold bucket of water had been cruelly dumped over his head. He felt all of his earlier fears tumble back on top of him, and the weight was unbearable. A little frantically, he slid his hands under the hem of her shirt and craned his neck, kissing her again. He could tell that part of her wanted to give in by the way her body instinctively relaxed into him, but she struggled out of his hold. "Alec, _no_."

Realizing that her mind had overcome the desire he invoked in her body, Alec angrily shoved her away. She caught herself easily, not looking at all surprised by his reaction. That incensed him further; he felt so ridiculously _stupid_, and it didn't help that she seemed to be reading him like an open book.

"_Go away_!" He hissed, his hands shaking as fury coursed through him.

"No." She said again, which only fueled his anger. How many times had she said that tonight, anyway?

"I don't want you here. I don't _need_ you," He spat at her, feeling a huge sense of relief as he indulged in the anger. It was so much easier to feel angry than to wallow in the terror and hopelessness.

Her face fell a little, but she continued to stare unflinchingly into his eyes. The pressure built up behind his eyeballs as he tried to maintain her gaze, but eventually his gaze flickered away. He was breathing heavily now, both from the fevered kiss and the weight of the burden on his shoulders. The burden that was finally crushing him as effortlessly as Alec crushed an aluminum can.

And then…. he felt nothing. It was strange, really, how suddenly everything vanished. The emotions, the terrible pain, even his surroundings no longer seemed to exist. He was no longer sitting on the Space Needle and he was no longer afraid. Instead, he was surrounded by safe, comforting darkness. It was so thick that his eyes couldn't see through it, but at the same time, it didn't feel oppressive or dangerous.

_Did I die?_ He wondered briefly, but his mind rejected the theory almost as soon as he'd thought of it. No matter how bad his emotional state had been, he couldn't have died because of it. And sure enough, as he lifted his hand to his chest, he could feel his heart pulsing strongly through his t-shirt.

What had happened, then?

Before he had been able to ponder the thought fully, he felt his body start to shake. He fought to control the tremors that stemmed from his shoulders to his arms and torso, but the shudders wouldn't stop. The darkness faded into a dark blue, star-scattered sky, and the metal underneath his back felt harsh and cold. A dull roar filled his ears as all of his worries returned, as well, the block that he'd created on them somehow coming undone.

His vision finally flickered into place, and he saw that Max was above him again, frantically shaking his shoulders. He stared at her, confused. Why couldn't she just leave him alone? He'd been fine there in the darkness. In fact, it had been nice. Quiet. Peaceful. Safe.

The roaring in his ears finally ceased, allowing him to hear Max's panicked voice for the first time. "_Alec_! Alec, please!"

Why was she so afraid? He wondered vaguely. And why wouldn't she stop _shaking_ him?

His vision dimmed again, although refused to black out entirely as he stared up at her. She really was gorgeous. It was a pity he couldn't ever tell her that; she'd probably just make some comment about thanking Manticore. But really, it was more than that. She was so…. beautiful. Radiant. Special. _The one_.

"Alec! Can you hear me?"

Alec knew he was going to leave again. Back to whatever place he'd been before. There was no pain in that place, no fears and no worries. But he felt a pang as he realized there was also no Max.

He had to say goodbye. He tried to focus his vision and regain control of his motor functions, and after a few moments of struggling, he succeeded somewhat. "Max," He rasped, his voice rough.

She gasped sharply and for the first time he noticed the tears in her eyes. "Alec," She whispered back in the same tone. "Alec, it will be alright. Just stay with me, okay? Stay right here with me."

She would never understand why he couldn't, and he didn't have time to help her. The darkness was already starting to creep back into his vision, and though he welcomed it, he also begged for it to wait just a moment. He had to tell her something, but he couldn't find the words to describe everything she needed to know. "I…. " He was running out of time, so he closed his eyes and spoke aloud the thought that had lurked dangerously in the back of his mind since the day he'd been assigned to be her breeding partner. "I love you."

Another gasped breath, but Alec was already slipping back into his escape. He struggled against it for a fraction of a second, forcing his arm to move. His fingers found her cheek, wanting to feel the softness of her skin for the first and last time. He realized the skin under his fingers was wet, but he couldn't react. His mind slipped back into the welcoming darkness, and he only vaguely felt his hand fall to the ground.

**End of Chapter 3.**

_A/N: If I was realllllly mean, I could make this the ending. Muahahahaha! But, I'm not, so it isn't. Updates will, however, become a little bit slower, because I've run out of pre-written parts. Thanks again for reading!_


	5. Chapter 4

_A/N: Okay, I know I let this drag on for waaaay too long. Sorry guys! I left you with a huge cliffhanger and then took a month to update. But RL sadly got in the way, and it was basically one event after another after another. But I did manage to get this written, and if it helps any, this chapter is really long! Does that help? No? Awww, okay._

**Chapter 4**

Max couldn't breathe.

She was sure her heart had stopped beating in that moment, as his hand slid limply to the ground and his eyes faded closed. She shook him viciously, called out his name, and even slapped his face a few times, but she received not even the slightest reaction. Her hands trembled and she clutched his jacket so tightly that her knuckles turned white.

"Alec?" Her voice was shaky and hoarse, and she realized for the first time that tears were flowing from her eyes. They splashed down her cheeks and created small, damp marks on Alec's clothes, but he didn't stir. He didn't move, didn't respond, did nothing but breathe evenly and look eerily peaceful. Her heart thrummed wildly in her chest, and her breath came out in short, frightened spurts.

"No! You can't do this to me! Alec, I don't understand what's going on!" Her voice cracked, sounding about as anguished as she felt. She made no attempt to restrain the emotion from her voice. Why bother? He wasn't there to hear it. She didn't know how or why, but she knew he was unconscious and no longer able to be an active part of the world.

But for how long? Permanently? That thought alone caused her worry to convert into fully-fledged panic, and it covered her like a thick, heavy blanket. Instantly, her mind zoomed over the terrifying possibilities in turn. The possibility that she might never hear his laugh again, which was an already rare a sound. The possibility that she would never be forced to put up with his bad puns and incessant talking, and never see the smirk that usually rested so easily on his lips.

Even now he was without all of those things, and the loss was absolutely frightening. He looked peaceful, yes, but also…. vulnerable. Young. Defenseless. As if one harsh word or cruel gesture could destroy him completely. She had never seen him this way, and it wasn't something she'd ever want to witness.

But here he was, completely defenseless and sitting right here in front of her. And in the absence of everything that made him Alec, he seemed more precious to her than ever. She realized for the first time that he was more than his jokes, or his smile, or his talkative behavior that drove her insane. How much more, she was too confused and panicked to comprehend, but she felt a horrible emotion in the pit of her stomach that told her she'd realized too late.

How could it have taken her so long to notice? How could she not have realized that she looked forward to hearing him laugh, and usually stopped whatever she was doing just to listen to the deep richness of the sound? And now that she thought about it, his annoying jokes never failed to ease the tension in her, usually by pissing her off enough to make her forget whatever conflicted emotion she was feeling at the time. And listening to him talk as he stood beside her made her feel somehow less alone in their forlorn, treacherous predicament. She could see how much he meant to her now that she was faced with the possibility of losing him forever.

Or maybe he was already lost.

Her brain rebelled at the idea as nausea formed in her the pit of her stomach. No, she couldn't accept that. Whatever was happening to him, she could fix it. She _had_ to fix it.

Not knowing what else to do, Max hefted his body onto her shoulder in a fireman's carry. She was strong enough to lift his weight, but he was bulky and caused her to shift slightly on the sloping Space Needle. She regained her balance after a few moments and moved through the broken window, getting them both safely off of the precarious roof.

From there she carried him down the stairs, trying to keep his limp body from colliding with the walls of the narrow stairway. She managed to get him to the ground, and from there she set off on her long journey back to Terminal City.

"Hang on, Alec…" She whispered, her voice seeming more like a plea than a demand as the distance stretched out before her.

-----------------

"Max back yet?"

Mole didn't look up from his position, his gaze staying focused on the four or five television screens in front of him. He'd been monitoring Terminal City's perimeter since Gin and Tonic had returned, sans Max and Alec. So far, there hadn't been any sign of either transgenic.

"I told you, Josh," Mole grumbled, his voice gruff as he spoke around his cigar. "If I see them, I'll let you know."

Joshua's face seemed to collapse, and Mole started to soften despite himself. He grimaced at the feeling. Joshua was just too damn nice for his own good, and Mole had actually started to like the dog-man. Mole grunted again, something he was prone to doing, and removed the cigar from his mouth and ground it against his desk. "Relax, Pup. They're pretty decent for X5's, and they're smart. Who knows? They may have just taken off for a little alone time."

Joshua actually growled; his lips curled to reveal pointed teeth and his usually content face turned menacing. "Max and Alec not together like that. And even if were, Max and Alec not stay away from Terminal City. Take responsibilities seriously."

Mole raised an eyebrow; so Joshua did have more in him than kindness and the ability to paint pretty pictures, after all. Good to know. "Fine, whatever, Josh. But I'm tellin' you, they'll get back here alright."

His reassurances, although a little misguided, seemed to gradually get through to Joshua. The worry retreated from his eyes somewhat, although he still wore a heavy frown. "Alec not feeling okay." He said softly, his voice sad.

Mole perked up. "What are you talking about? He was just fine when I last saw him. Running his mouth off like always."

Joshua scowled again, apparently disliking the insult. Mole considering challenging him for a moment and then shrugged, waiting for Josh to speak.

"Alec hides well," Joshua said in the same somber tone. His eyes were strangely knowing as he continued, "Nothing wrong with Alec on the outside. Inside is what hurts."

Mole rolled his eyes heavenward, suddenly wanting out of this discussion. They were going to get touchy-feely here in a minute, and that wasn't something Mole particularly enjoyed. In fact, he avoided emotional conversations like the plague. "Look, Alec can sort himself out. He'll be—,"

"Max knew," Joshua interrupted, and Mole could hear by the sound of his voice that they were getting to the root of Josh's worry. "Max never used to know, but now something is different."

Mole shrugged his large shoulders, his ever-present shotgun dancing in his hands. Always be prepared. "So, what? I hate to tell you this, Josh, but I don't care. This has nothing to do with our CO and SIC getting back here in one piece."

A sudden noise from behind them caused both transhumans to glance around, all conversation momentarily halted. Their gazes simultaneously landed on Tonic, the X5 who had been on the rescue mission with Max and Alec. Tonic cleared his throat carefully, although he already knew he had their attention.

"What?" Mole snapped, scowling.

"Sir, some events of the rescue mission have been… tactfully withheld up until this point." His voice was slow and filled with a quiet kind of confidence, but his jaw twitched slightly and his eyes avoided Mole's rough ones.

"Oh, really?" Mole spat, standing suddenly, fully facing Tonic. Mole was only an inch or so taller than the male X5, but the move was effectively threatening all the same. "What exactly have you 'tactfully withheld?'"

Tonic nodded, looking less than intimidated. But due to the fact that Mole was third in line for command should the CO and SIC be missing - which they were - his tone was courteous as he said, "Gin seemed to think it respectful to our commanding officers to gloss over a few of the events surrounding their disappearance. I, however, think the knowledge may be important in arranging their safe return."

"Yeah?" Mole said, raising an eyebrow.

Tonic nodded, silently waiting for permission to speak. Tonic, like many transgenics, had yet to drop the military training that had been pounded into him since birth. Mole waved a hand impatiently, and only then did Tonic say, "Alec attacked one of the Sector Police with more force than was necessary."

Mole's scaly eyebrows shot up his face, and Joshua made a strangled sound. Tonic paused for a brief moment, hesitancy flitting across his face. The silence was oppressive and heavy as each transgenic considered the weight of these words.

"Dead?" Mole asked finally, his hands automatically pulling another cigar out of his shirt pocket and fumbling with a match.

"No." Tonic said without delay, and both Joshua and Mole relaxed visibly. Tonic stayed silent for a moment more and then said, "But something's not right, sir. I wasn't acquainted with Alec at Manticore, but I've come to know him better here, in Terminal City. I've never seen him behave the way he did today."

Mole grunted yet again. Tonic's explanation correlated with Joshua's speech, and Mole had no reason not to believe the pair. He scowled deeply; as much as he hated to admit it, he was _worried_, dammit. "Is there anything else, Soldier?"

"Alec fled as soon as he realized what he'd done." Tonic's gaze turned troubled as he remembered the look on Alec's face. "And Max went after him. I'm not sure where they went, but that was hours ago."

"She's smart and tough. She'll get him back here alright." Mole said, trying to take the admittedly troubling information in stride. He paused for a moment, and then demanded, "You said Gin wanted to keep this a secret out of respect? Why?"

Tonic's tone was slightly protective as he answered, "She's taken a liking to Max, and she didn't want to say anything that may affect either Max or Alec's reputations."

"_What_?" Mole said incredulously, the anger returning to his face and flooding his eyes. "_That's_ her reason? She withheld pertinent information because she wanted to save some face?"

Tonic's eyes lit with anger for the first time, and his handsome face turned hard. "Rumors spread quickly through Terminal City. Tell me, Sir, do we need every transgenic within the gates to believe Alec unstable, and Max absurdly reckless?"

Mole kept his eyes level with Tonic for a long moment, but it was clear by the way the X5 tightened his stance and raised his chin that he wasn't going to bend. And he was right. The last thing TC needed was rumors of unhinged leaders; morale was already low. After a moment, Mole relaxed his body into a more non-threatening position and asked, "What will your little spitfire do to you when she figures out you told us?"

"Last time I did something like this, she dislocated my shoulder, Sir." Tonic responded easily. Mole made a facial expression that could have been a smile, but it was cut off immediately when a shadow flitted across one of the screens in front of him. Joshua began to speak, stumbling over his words, but Mole held up a finger. They watched the screen in silence, hardly breathing.

For a moment nothing happened. And then, slowly, the shadow morphed into a solid form as it slid through the barriers in Terminal City. The bulky outline took a few hurried steps forward, and was thrown into sharp relief by the lights illuminating that corner of the city.

It was Max. And she held a limp, lifeless Alec in her arms.

-------------------

Everything was quiet in Terminal City as Max staggered through one of the side entries. She was panting heavily by now, sweat beading her brow and her muscles shaking. Carrying Alec was trying even with her transgenic strength, and the stress and fear crept into her like a poison, weakening her further.

She had no sooner taken a few steps when the sound of hurried footsteps reached her ears from far off in the distance. Max knew she was safe within her own borders - the footfalls probably belonged to transgenics rushing to help her - but she refused to slow her pace. She had no idea what was going on with Alec, but she had a horrible suspicion that whatever it was, they were running out of time. When Mole and the others finally reached her, a hundred different questions danced through the air.

"Max! What the hell happened?" Mole's voice, brief and abrasive just like always.

"Why Medium Fella' not moving?" Joshua's this time, frantic as his hands reached out to take Alec from her.

She kept her grip on Alec's body, her arms life vices around his waist. She tried to push Joshua away as she said, "I need to get him to the infirmary. Joshua, move! _I have to get him_—,"

Someone's hands wrapped around her wrists and attempted to pry her away from Alec. She jerked back, her grip tightening as she attempted to fight off whoever was trying to take him from her. Other hands joined the first pair, and a second later, Alec was wretched from her grasp and carried away. She immediately felt the loss of his warmth and the absence of his breath on her neck, and the terror threatened to consume her once more. Without his weight in her arms and the feeling of his chest rising and falling steadily against hers, she had nothing to convince her that he was even alive. He could slip away so easily, and she wouldn't be there to stop it.

She took a frantic step in the direction Alec had been taken, but the hands were back and grappling at her wrists again. She twisted viciously against the person who held her, her arms flailing in attempt to loosen the transgenic's tight hold. She felt her right hand connect hard with a fleshy surface, and she only paused for a brief moment when she heard a thud and a muttered, "_Ow_!"

Max's eyes focused for the first time, and she found herself staring down at Gin, who eyed her reproachfully from her place on the ground. She had one hand to her face and the other to her hip as she stood, muttering darkly. Still, her voice was gentle as she grabbed Max's arms and said, "Look, Max, Joshua and Mole will take him to the medical wing, alright? But you've got to calm down and tell us what the hell happened out there. Were you attacked?"

Max shook her head, her hair whipping around her face as she pulled herself away from Gin. "No! I don't know why he's like this. I don't know! Something was bothering him, but he wouldn't tell me what. We were talking, and then he just ended up…. like _this_!"

"Nothing happened to him beforehand?" Gin questioned, her voice stubbornly calm. Max shook her head again and peeled Gin's hands away from her shoulders. Then she quickly blurred toward Mole and Joshua's forms, which now held Alec's limp body between them. She pushed both of them out of the way and took Alec back, pausing to revel in the regained feeling of him in her arms. He was still breathing, still warm, still _alive_.

"Max!" Mole said exasperatedly, and her eyes jerked open. "Give him back, and go tell Gin what happened! We're capable of walking him 50 feet to the medical center, so stop being so damn emotional and get out of the way!"

For the first time that night, fire flashed in Max's eyes and her expression became so foreboding that Mole visibly winced. Her voice was quietly dangerous as she said, "Last, I checked, _I_ was CO. So get out of _my_ way, or I'll throw your scaly ass outside and let the Ordinaries get you."

Mole's eyes widened and even Joshua looked appalled, but Max simply turned on her heel and marched away. Nothing and _no one_ was stopping her from getting Alec help.

And no one else tried. She made it to the medical wing, which was really an old lab that the transgenics had gutted and refurbished with stolen medical equipment. She was immediately surrounded by a swarm of transgenics in scrubs, who took Alec from her. This time, she didn't resist, although panic fired in her gut at the loss of contact. He was carried down the hall and out of sight, and Max clenched her jaws together to stop herself from screaming that they bring him back. There was nothing she could do now. She had no other medical training besides a brief stint in Field Med, and that hadn't prepared her for anything like this. It was completely out of her hands.

She walked to the makeshift waiting room, which was sparsely littered with chairs and tables and even a few mangled magazines. Max spent an agonizing half an hour in that room, pacing, running her fingers through her hair and experiencing complete and total panic.

Eventually, an assistant walked timidly up to her and led her to Alec's room, which was situated at the end of the hall. Max ignored the chatter from the young transgenic and burst into Alec's room, her heart pounding in her ears and her body shaking with barely controlled tremors.

The monitor beeped quietly as air flowed into Alec's lungs and IV's slowly dripped liquid into his veins. Max was taken aback by the utter silence of the room; she wasn't used to a room being quiet while Alec occupied it. She sat in a chair next to his bed and bent forward so that her elbows rested on the edge of his mattress. Her forehead leaned against her clasped hands, which were held together somewhere between a conjoined fist and a prayerful gesture. She listened almost hypnotically to the continual sound from the machine now monitoring Alec's heart rate.

She'd thought it would be better once she got him back to Terminal City. But now, instead of the steady release of breath on her neck telling her Alec was alive, the large monitor performed the same function. It was no better, because the machine could stop beeping as easily as Alec could stop breathing. She shuddered at the thought, a dark, terrified emotion clawing at her stomach.

"Alec?" It was the first time she'd spoken in the last hour. Her voice weak and thick with tears, more of a plea than a question.

She unlinked her hands and forced them to relax, but she couldn't stop shaking. She ran her trembling fingers over his face, not sure if she was looking for a reaction or just trying to convince herself that he was still with her. Her hand trailed over his high, angled cheekbones to his slanting brows, down the bridge of his nose to the lips she'd kissed only a few hours earlier. Had everything really happened so quickly?

Alec didn't respond to any of her caresses, and she pulled her hand away in defeat. After a moment's hesitation, she linked her fingers with his, which were limp and cold and still.

"Alec, you have to come back." She said again, her voice shaking so severely that the words were barely audible. "I don't even know why you're gone. How can I help you if I don't know _why_?" Her voice continued rise as she went on, "There's nothing _wrong_ with you on the outside, Alec. You're not supposed to be like this! It doesn't make any sense!"

The tears were back and cascading down her cheeks, making her entire face slick and salty. She waited, clinging onto the last tendrils of hope that he may have heard her, that she may have convinced him to come back since nothing was stopping him. She waited to feel his hand stir beneath hers, to see his eyelids flutter opened, to watch a sly grin spread across his lips. The anticipation mounted and her grip tightened painfully on his hand; she wondered if the pain might jar him out of his strange state.

He still didn't stir.

"God, I hate you!" She shouted, dropping his hand and shooting out of her chair. Disappointment cut through her like a knife, and she felt fresh, raw fury rush through her veins. She indulged in the anger, letting the emotion wash away the pain and dread she had been feeling since Alec had passed out almost two hours earlier. "You never do anything the way you're supposed to! You _always_ get yourself into trouble because you think you can do everything on your own!"

She whipped around and paced in a vicious, heated rage. "You always do this! You wait until everything's screwed to hell before trusting me with it! Why don't you ever listen, you idiot? I _told_ you it would get you killed eventually!"

Her voice caught in her throat as she realized what she'd said, and she froze in horrified disbelief. All at once, the anger fled her body, leaving her utterly defenseless and unsupported. She stumbled back to her chair on unsteady legs and sank down, leaning over to press her forehead against his.

"I didn't mean it," She whispered frantically, her eyes squeezed shut and her voice frantic. "I didn't mean it. You're _not_ dying. You can't be. _Alec, wake up._"

"Max?" A voice sounded hesitantly from the doorway, and Max was jerked out of her haze. She glanced up sharply, her eyes on Cam, the medically trained transgenic that headed TC's version of a hospital.

Max pulled herself away from Alec, stunned to see tears resting on his cheeks. Then she realized they were hers, had fallen from her eyes and onto his face while she'd been leaning over him. She ran her fingers of his cheeks to wipe them away, and then brushed her hand over her own damp face.

Taking a deep breath, she stood and turned to Cam, who had stepped into the room. Max worked to control the emotions flitting across her face, forcing her gaze to become blank and her features to set into a measured look.

Cam's eyes filled with something like sympathy, as if she knew exactly what Max was doing. Max's eyebrows pulled into a fierce frown at being read so easily, but before she could say anything, Cam spoke.

"I don't get it, Max." She said slowly, her voice flat and spoken in a strictly medical way. "He has no injuries other than a few nicks and bruises, which is nothing for an X5. His heart rate is steady, his brain is functioning to its full capacity, and all his vitals are fine."

Max shot her a disgusted look. "Yeah, I _know_. Do you have any information that's not completely worthless?"

Cam's eyes narrowed and her face became strained, but she struggled for a neutral tone as she said, "Right now, that's all we've got. You know as well as I do that Terminal City doesn't have the best equipment. Even with the last hospital raid, our supplies are limited." Her voice softened just a touch as she added, "We're doing the best we can, Max."

Max bowed her head and scrubbed her fingers across her face. "I know. I'm sorry." She said quietly, her voice thick.

Cam nodded and stayed silent for a moment, giving Max a chance to collect herself. Then she said, "I need to know exactly what happened before he fell unconscious. Where were the two of you?"

Max pulled herself out of her thoughts with difficulty, her head rising. "We were on top of the Space Needle." She answered numbly.

"Just like an X5," Cam responded, a smile quirking her lips. Max didn't reply to the attempt at light-heartedness, and Cam sighed. "I've been filled in at least somewhat on his condition. He'd been upset about something for days, according to Joshua. And Tonic says he got too rough with one of the Sector Police. Can you expand on this, Max?"

Max breathed deeply and thought back, wanting to tell the doctor all she could. "He was… upset is an understatement. Something was tearing him up inside, and whatever it was had to be bad. I'm not sure if…" Her voice faltered slightly, and she clenched her jaw for a moment before continuing, "I'm not sure if it was something he did while he was at Manticore, but it wouldn't be the first time he's experienced guilt over one of his assassinations."

Cam's head jerked up suddenly from the notepad she'd been scribbling on, and her eyes flashed with interest. "He's gotten distraught over something before?"

Max nodded slowly, feeling slightly torn. She didn't want to betray Alec's trust and tell Cam the little she knew of the Berrisford Agenda, but she didn't want to withhold any information that might help him recover, either. "On one of his missions, there was this girl. He cared about her, but…"

Seeing Max's hesitancy, Cam filled in gently, "Was she his target?"

Max nodded mutely, not surprised that Cam had guessed. It was the type of low thing Manticore would do, and they both knew it. "That's the only other time I've seen him as upset as he has been the last couple of days. He even did the same thing then— first he lashed out at me, and then he started wailing on this guy that was attacking him."

Cam nodded and scribbled a few more words on her notepad, her expression solemn. "Let's go back to what happened today for a second. So, he attacked the cop, ran away, and you went after him. What next?"

"I found him on the Space Needle," Max filled in; this part was easy enough. The next few details would be harder. "He was… ramming his hand into the metal. He looked so angry. I tried to get him to open up about it, because it was clearly eating away at him. But he kept trying to run away."

Cam's eyebrows arched downwards in confusion. "He literally tried to run past you?"

Max shook her head, realizing she hadn't explained as well as she should have. "I… no. He…. kissed me." Color crept from neck and into her cheeks, turning them a dark, rosy color. "But it wasn't… gentle, or anything. I could tell he just wanted to find a way to escape whatever it was that was bothering him."

Cam's eyes were shrewd on Max's embarrassed face. "And you offered him that?"

Max shook her head, more forcefully than she meant to, her blush becoming brighter. "No. It didn't go any further. I pulled away. We argued a little more but he still wouldn't tell me what was up. And then he ended up…. like _this_."

Except that hadn't been all. He'd said something else to her before he'd passed out. She could still hear his voice, echoing in her ears.

_I love you. _

She suppressed a shudder and tried to control the goose bumps breaking out over her skin. The shock hit her again full force as his words repeated over and over in her head. Shock not only because of what he'd said, but by the fact that she wanted to hear it again. And again, and again. She had never wanted anything more. She would do anything if he would just wake up and say he loved her. Or say anything for that matter.

Because she knew what his parting words had sounded like. They'd been spoken like a goodbye.

Her gaze flew back to him as she tried to banish the thought, her eyes once again taking in his still, pale form. His hair was mussed and messy, a bruise was blossoming over his jaw, and his red, damaged knuckles were striking against his clean, white bed. The sudden need to return to his bedside rose up within her; she hated seeing him alone like that, nearly drowning in the starkness of his sheets.

She glanced quickly back at the doctor, wondering silently whether or not she was done with her interrogation. Once again Cam seemed to understand exactly what was going on in Max's mind, and a moment later she said, "Well, I think you've given me just about everything you can."

Max nodded, trying to keep the sense of gratefulness and relief from her eyes. She took a step toward Alec's bed, but then turned back to Cam one last time.

"You'll figure out what's going on, right?" She put some force behind the question, using her clout as CO to make it more of a command. Still, it was as close as she would come to asking for reassurance.

Emotion stirred behind Cam's eyes, pulling away her clinical doctor's mask for a brief moment. "You know we'll try, Max."

Mad nodded again and then took three hurried steps back to her chair, placed her elbows on his bed, and rested her head on her joined hands. She realized as she sat there listening to the machine beep that Cam hadn't given her a straight answer.

**End of Chapter 4**


	6. Chapter 5

**Chapter 5**

"Little Fella' needs to go home."

Max jolted awake at the sound of Joshua's voice, blinking in surprise. She had been slumped over in the hospital chair next to Alec's bed, sleeping uneasily, her neck bent at an awkward angle. She rubbed it with her hand, trying to work out the kinks as she focused on Joshua.

"What did you say?" She asked, her voice husky as she wondered how she'd managed to fall asleep. Then again, she'd been awake for four days straight in very upsetting, tense conditions – even shark DNA had its limits.

"Max needs to go back to apartment." Joshua crossed his arms over his chest, looking as if he was fortifying himself for a fight.

He knew her too well.

"No, Joshua!" she said immediately, her voice harsh as she stood from her chair. She winced as her muscles stretched for the first time in what felt like days. "I'm not leaving him—,"

"Joshua will watch Medium Fella' while Max goes home and rests." Joshua's voice was kind but firm, and he even managed to send her a surprisingly strong glare.

"Josh, I have _shark_ DNA," Max argued angrily, crossing her arms over her chest. She took a small step forward, disliking to move even that far away from Alec's bedside. "I don't _need_ any rest."

It was a lie; even though she'd caught enough sleep to last her through the day, her nerves were in tatters and she was becoming more upset and irritable by the minute. But she cocked her hip out to the side and did her best to appear strong and sturdy and tough-as-nails.

Joshua didn't buy it. Max wasn't surprised; he'd always been able to see right through her. "Max doesn't need sleep, but Max needs _rest_. Joshua will take good care of Alec, and Max will go back home." Joshua's shrewd eyes narrowed as he saw her mouth open to argue. "Max is not fulfilling responsibilities. Little Fella' is needed in Terminal City, especially since everyone is worried about Medium Fella'."

He really _did_ know her too well. He knew just what to say to force her into taking his suggestion seriously, to make her listen. She couldn't decide whether that was comforting or just plain infuriating.

"Fine," she said finally, reluctantly. "I'll go back to my apartment for a little while and then check in with Headquarters. You…" She glanced at Alec, who was still lying lifelessly on the bed, hooked up to all sorts of monitors. "You have to stay with him until I come back, alright?" She hated the pleading in her tone, but she couldn't stop it from slipping through.

Joshua's eyes turned sympathetic, but he just nodded. "Joshua will not leave," he vowed quietly.

Max turned away from him and picked up her jacket, which was resting on her chair. She walked to the open door and stepped halfway through it, pausing to lean her head against the frame as she stood between Alec's room and the hall. She glanced back one more time at his pale face and still lips, and then she forced herself to walk away.

As she took a few steps toward the exit of the building, Max's hypersensitive hearing picked up the deep sound of Joshua's voice.

"Hello, Medium Fella'. Max will be back soon, but Joshua is here now. Don't worry." Max felt tears begin at the corners of her eyes and she quickly blinked them away. They persistently clouded her vision, however, as Joshua continued, "Painted something new today. Max and Alec found paint and canvas and brought them to Joshua two weeks ago, remember? Painting is mostly red, with…."

Max yanked the door open and walked out into the dirty, polluted streets of Terminal City.

----------

This was pointless.

Max had gone back to her broken-down apartment in TC as promised. First she'd taken a shower, which had been admittedly nice despite the frigid temperature of the water. Then she'd warmed up some canned soup and sat on the old couch in the center of the room, trying to loosen up and "rest."

She'd done no such thing. Her muscles were tense and tightly coiled, she jumped at every little noise she heard, and all the while she felt painfully aware of the fact that Alec could wake up or die or do any number of things while she was sitting in her apartment doing nothing. Eventually she threw her small quilt blanket aside, pulled on a jacket and headed back outside.

From her apartment, she made the short walk to Headquarters and burst through the doors in a whirlwind of energy. She stopped abruptly when she was met with a somber silence; no one was speaking and even the computers seemed to hum more softly than normal.

She stepped forward and a dozen sets of eyes landed on her. From the looks in their eyes, she could tell they were expecting horrible news about Alec. She shook her head and met their gazes in turn.

"He's alright for now. Still not awake, but his vitals are fine and everything."

A collected sigh shivered through the room, and Max almost felt the urge to smile. No one could say Alec wasn't popular around here. He had managed to captivate everyone he'd met just by his liveliness and humor, and now he had the entire city desperately worried because those things had suddenly been stripped away. Max felt strangely comforted by their sorrow, as if being around people who had the same fears as her helped somewhat.

She shook her head to clear her thoughts and headed to her office, calling as she went, "Dix, anything I need to know about?"

"Well, food rations are getting a little low, although they're not at dangerous points yet. The cops are still patrolling the perimeter, but they've made no move to attack, and so far there's been no trouble."

Max nodded and thought about the potential food crisis, her head focusing on something other than Alec for the first time in days. "Alright, we'll arrange a pickup as soon as we can, and make sure to double our rations. I'll work on the strategy right now so that we don't have another nasty run-in with the Sector Police."

She walked inside her office, leaving the door open in case anyone wanted to talk to her. She walked over to her beat-up desk – yet another piece of furniture they'd found in a dumpster – and sat down, pulling a sheet of paper from the drawer. She would write out this plan and do something productive, even if it took her all day. She had to do something other than think of Alec, and the fact that it had been four days and they still had _no_ idea what was going on with him.

She shoved away that frightening thought and stared resolutely down at the paper in front of her, her fingers clenching around the pen in her hand. Food. They needed food, which meant they needed a plan. And it was _her_ job to come up with that plan, so she had to focus.

She began writing, but stopped after a few seconds and brought the pen up to her mouth, absentmindedly biting on the end of it. She furrowed her brows as she struggled to maintain her fragile concentration, but just as she was about to place the pen onto the paper again, a sudden knock sounded from across the room.

Max's eyes shot up and landed on a young woman standing in the arch of the doorway. Her fist tapped nervously on the wooden frame, while her eyes darted around the entire room, looking anywhere but at Max.

"Come in," Max said, secretly glad for the interruption. Yet she also felt the beginnings of worry; the woman looked very anxious. She took a few steps into Max's office, but her blue eyes still refused to meet Max's darker ones and she twirled one strand of light blonde hair around her finger restlessly.

Max was becoming impatient. Perhaps the female realized it, because she finally opened her mouth to speak.

"I wanted to talk to you about…. about Alec." Despite the softly-spoken words, Max's eyes widened and her back went rigid.

"Did someone send you from the infirmary?" Max asked, her voice low as she maintained a carefully blank expression.

"No, no," The girl said quickly, shaking her head. "It's just that…. I've heard people describing his condition – or lack thereof. There's nothing wrong with him, right? He just won't wake up."

Max felt her mask crack just a bit. "Yeah, so?" She said, her tone slightly gruff.

Again the transgenic hesitated, biting on her full bottom lip nervously. "I'm… I know…." She took a deep breath and seemed to change tactics as she said, "My name is Tara. I worked in Psy Ops."

Max felt her heart accelerate at the ominous statement. "So you were one of the ones who screwed with people's minds, huh?" Max asked in a mockingly cavalier tone.

Tara's arching eyebrows scrunched into what could almost be described as a _hurt_ expression. "That's what they made me to do, yes." she said after a moment, her fingers wrapping around each other nervously. "And it's pretty much the only training I've ever had."

Max could believe that. Tara acted nothing like a tough, well-trained soldier. She seemed much too sweet, much too delicate, and much too honest. Still, Max could imagine the number of transgenic minds she'd tampered with in her time at Manticore. Max's eyes narrowed. "What's this got to do with Alec?"

Tara took a deep breath then, her eyes closing briefly. "This… this state he's in? He's gone into it before."

All of the air seemed to evaporate from Max's lungs. She took a deep breath, then another and another, but she couldn't shake the feeling of suffocation. Max's hand still holding the pen began to tremble, and she hurriedly dropped the writing utensil.

When she could find her voice, she said in a very low tone, "Want to run that by me again?"

Tara met Max's gaze at last, her blue eyes cloudy. "I said, he's done this before. Or I think he has; if I could get a look at him, I would be able to know – but they won't let anyone in and I—,"

Max held up a hand, her eyes hot and dangerous, like an incoming hurricane. Tara ceased babbling immediately.

"You're not getting near him until you explain. _Thoroughly_." she said, each word carefully enunciated. Tara held onto Max's fierce eyes for a bit longer, her jaw dropping slightly. Then she looked away.

"Alright," she said, her voice so soft that Max felt like shaking her. She had no business being fragile and weak when there wasn't anything wrong with her. _Her_ world hadn't been tilted on its side; _she_ wasn't the one lying in a hospital bed with a tube down her throat.

Perhaps Tara was able to read something in Max's expression, because she hurriedly began speaking, her words tumbling one right after the other in jumbled confusion. "I'm basically a human lie-detector. Manticore… I was used to sense whether or not a soldier was withholding something from his or her superiors."

Max's resentment grew exponentially and clawed at her stomach, but she forced herself to put it aside. "Why?" she asked, not entirely successful at keeping the anger out of her tone. "The X series all have accelerated senses – we can tell when a heartbeat increases or a voice rises above its normal octave. We're all pretty much lie-detectors."

Tara shook her head, her blonde hair cascading over her shoulders in waves. "But it's not just changes in the body that I can identify. I can… _sense_ whether or not a person is lying. I can also, to a lesser extent, detect a particular individual's moods and feelings." She paused for a moment, and then added, "And Manticore never fully trusted the X series after your unit escaped. They didn't want to have another X5 sense whether or not one of their unit members was lying. There was a possibility that the other X5's felt the same bonds that your unit did, in which case they wouldn't have reported each other."

Max nearly grimaced; Tara sounded as if she was reading from some Manticore textbook. There was no blind devotion in her tone, but the detailed description of the reasons behind Manticore's actions was sickening all the same.

"I'm telling you this," Tara continued hurriedly, either understanding the look on Max's face or else somehow reading Max's emotions. "Because I want you to know that I was deeply involved in the Reindoctrination process."

A small light bulb went off in Max's head, and her gaze flew to Tara's face. "So you were there when Alec—,"

"Failed his Berrisford mission, yes." Tara finished, her voice steadying slightly as she realized she finally had Max's attention.

The room was silent for a moment, the quiet only broken by the sound of Max rapidly tapping her pen against the paper on her desk. When Tara didn't speak again, Max couldn't restrain herself. "Finish the damn story!"

Tara jerked as if surprised, but continued, "He refused to tell the truth for weeks. I knew he was lying, but he was too stubborn to give in. Eventually we got it out of him; we found out that he loved—,"

"Got it out of him by torturing him, you mean!" Max said, jumping out of her chair. She ran her fingers through her hair and then began to pace, but her anger wouldn't be quelled that easily. "There _better_ be a point to this. I don't want to hear all of the horrible things you did to him in Psy Ops."

"I did what they told me to do, or I would have ended up just like all the soldiers they sent my way!" Tara spat, her voice sounding harsher and more determined than Max had heard it throughout their entire conversation. "You're forgetting, Max, that you weren't there. You think the psychics weren't punished for not following orders just because we were trained for Psy Ops instead of field work and infiltration?"

Max was slightly taken aback. She stopped pacing for a moment and turned to Tara, whose posture was both fearful and stubborn all at once.

"Alright, alright," Max said grudgingly after a moment, noting the way Tara's breathing had become labored and rough. "I get it; still under Manticore's thumb." She reluctantly softened her voice a bit and added, "Go ahead and continue."

Tara took a deep breath, the fire draining from her eyes somewhat. "I… well, like I said, it was weeks before he actually told us the truth." She paused, wisely leaving out all that had been done to him in that time. "Once Manticore realized what had happened, that he had become attached to the Berrisford girl, they put him through a lot of vicious tests to try to eliminate the chances of it happening again."

Max swallowed back her revulsion, imagining what it must have been like. Knowing Manticore, they would have wanted to punish him, force him to submit to their will. And he endured these "tests" for weeks, if not months.

"He kept calling her name. After we'd broken him enough to understand where he'd gone wrong, he wouldn't let go. They did so many things to him…" Tara seemed to shudder, and her eyes filled with shadows. Max softened toward the girl a little, realizing she at least shared some of Max's disgust.

Max cleared her throat after a moment, pulling them both from their dark thoughts. "Why didn't they just make him forget?"

Tara glanced up, surprised. "Because they can't." At Max's frown, she added, "Manticore never invented the technology to remove memories. They could have used one of the Telecoercionists, but even in those cases, memories sometimes return. No, what Manticore normally did was… _damage_ the transgenic, both physically and mentally, until he or she broke down and reentered the system. Or, if the transgenic was difficult like Alec, they would use the laser, which would eventually cause the transgenics to force themselves into forgetting specific events. They had already been taught to do so if they were ever caught or captured, so Manticore used that training to their advantage."

Again, Max noted the clinical way in which Tara described Manticore's actions and motives. It was chilling, but then Tara had probably picked up all of this information with her strange abilities.

"So, is that what happened?" Max asked after a moment. "They forced Alec to make himself forget about Rachel, and then put him back into training?"

Tara shook her head, a puzzled expression on her face. "That's what Manticore had been trying to do, but no. They used the laser for a few weeks, but he still called her name in his sleep. The upper officials were just about to have him terminated when he slipped into a coma while he was lying on his cot."

Max looked at her sharply, realizing that they were finally reaching the heart of the matter. "And?" she demanded, her voice barely more than a whisper.

"And the people in charge kept him around, worried that something like that would happen to the others; they wanted to figure out the problem before they disposed of him."

Max's mind worked furiously. "But he obviously recovered, didn't he?"

Tara said slowly, "Well, by then, they had pretty much already signed his termination papers. But… something happened."

Max breathed in sharply and then snapped, "What?"

"He woke up." Tara said simply. "He woke up, and he didn't remember anything." She seemed to hesitate for a moment, and Max sent her an impatient and uncomprehending look. "He didn't just forget the mission, Max. He forgot everything. He forgot every assignment he'd ever been on, he forgot his unit-mates – _everything_. The only information he'd retained was his designation and the training he had received for most of his life."

Max's mouth suddenly felt very dry, and she licked at her parched lips. "So he remembered being a soldier, but somehow got rid of everything else?"

"Yes," Tara said, her hands twitching nervously once more. "But it was more than that. He changed, too. Before the Berrisford mission, he was…. quiet. And he had this look about him that indicated to innocence… naivety, even. But afterwards... he wasn't innocent at all. He was suggestive and talkative and he ran scams all the time, despite—,"

"He was _Alec_," Max said, gaping at Tara. Max didn't want to accept the information, but her mind was already forming one conclusion; Alec had somehow forced himself to forget the pain and the anguish, and he had lost himself as a result. And if he had done the same thing this time…

Max opened her mouth and closed it a few times, at a loss. Tara still stood awkwardly on spot, Max never having asked her to sit down. The two women stared at each other for a moment, dark brown eyes meeting crystal blue ones, until a loud sound pulled them both out of their thoughts.

The sound of running feet followed the noise and drifted in from Max's open door, and a second later one of the X7 medics appeared. She was young, not much older than 16, and her pretty face was pale and covered with a light sheen of sweat.

"What is it?" Max asked, taking a few hurried steps forward.

"Max," the medic gasped, her eyes wide, "He woke up. He's—,"

Max jolted by the girl without waiting for her to finish her sentence, her pace a heavy run.

"Wait, Max! There's something—!"

Max was already out of the doors, the cold temperature stinging her skin as she ran toward the medical center. Her heart pounded rapidly, the sound filling her ears and drowning everything else out. She moved as quickly as she could, but it didn't seem to be fast enough. She felt anticipation roll over her; she desperately wanted to see his smile and hear his laugh for the first time in what felt like years.

She burst into to infirmary, a whirlwind of energy flowing through her as she brushed past Cam and the entire medical staff. She walked into his room, her legs so unsteady she was worried she wouldn't make it.

But she did, and there he was. His sleepy green eyes glanced at her, still hazy and groggy as a result of the coma. He was still pale and lifeless, but his hands were moving and most of the medical tubes and wires had been removed.

She stood rooted to spot for a moment, unable to believe it. She feared this was a dream or else some cruel joke, and she would soon realize that Alec wasn't back. That he was still in his unconscious state, that she'd never see him awake like this.

When he didn't disappear and she didn't wake up, she took a hesitant step forward, her hand outstretched as if to touch him. But even as she neared him, she thought she noticed something odd in his eyes. There was no flash of recognition, no joy or happiness at the sight of her. He'd told her he loved her before he'd gone into the coma, so his almost unfeeling reaction toward her now was strange.

"Alec?" she said, her voice hoarse. She took a few steps forward and her fingers collided with his, which were resting lightly on his stomach. She gripped his hand tightly, reassuring herself through touch that he was really alive and awake. He frowned as if confused and made no move to encircle her hand with his own.

"Alec? Say something." Her tone was thick with fear and longing. His frown deepened and he moved his hand out from under hers.

"My designation's 494."

**End of Chapter 5**

_A/N: -Ducks tomatoes- No! Don't hate me yet! Well, okay, that was evil. But you trust me, right? Heh. Oh, and thank you all for the reviews! They really do help to inspire me. _


	7. Chapter 6

_A/N: I know, It's been a really, really long time, and I've no real excuse for it. But, if it's worth anything, I think the arrival of this chapter also marks the return of my muse. I had almost lost all inspiration for this story, and then I sat down a few days ago and suddenly wanted to write for it again. So... yay! _

**Chapter 6**

She hadn't moved in an hour.

She was in her office, sitting at her desk with her cheek pressed up against the dirty wooden surface. Her hands were tucked under her head and her eyes were resolutely closed.

She wondered if she could get rid of all the pain just by sitting there, not moving. Maybe she'd just stay like that for the rest of her life – which wouldn't be too long, considering she'd be in desperate need of food and water in about a week.

A knock sounded on her door, but Max determinedly ignored it, her eyes still squeezed shut. After a moment she heard the door creak and felt fresh air rush into the still, unventilated room.

"Max?"

Joshua. Max's eyes flickered underneath their lids, but she didn't move.

"Max not sleeping," Joshua said, more of a statement than a question. She heard his heavy footsteps as he walked closer to her. "Max sulking."

That got her attention. Her eyes snapped open and she shifted slightly so that her gaze landed on him. "I'm not sulking." She said in a low, gravelly voice.

"Mole said so," Joshua argued with a firm tone, as if this made it true. "And Mole is right. Max not helping Alec; Max sitting in her office, sulking."

She finally lifted her head, wincing as her stiff muscles screamed in protest. She couldn't even remember the last time she'd slept lying down. Come to think of it, she couldn't remember the last time she'd really _slept_ – mostly she'd been shifting into an uneasy place between sleeping and waking.

"_Help him_?" Max asked, her voice rising an octave. "There is no helping him, Joshua! He's g—," Her voice broke, and she found she couldn't finish.

"Gone?" Joshua finished quietly, his sympathetic blue eyes reading her like an x-ray. She nodded curtly, forcing the tears back down. "No, Alec not gone. Alec just forget that he is Alec."

It took all her self control not to shout, "Same thing!" Instead, she looked away from Joshua's sharp eyes, her gaze landing on the sliver of Headquarters now visible through her open door.

"Where is he?" She asked, her voice gruff.

"Some of the X5's volunteered to show him around," Joshua said carefully, his eyes also swinging toward HQ. "Alec did not recognize any of them, but seemed more comfortable with own kind."

Max heard the underlying hurt in Joshua's tone, and her own pain finally receded slightly as she concentrated on Josh's. "Look, Big Fella', you know it's got nothing to do with you. If he's not remembering… any of this," She gestured vaguely around, indicating to Terminal City, "Then he's not remembering that the two of you are friends. And he might not be… used to transhumans, you know?"

Joshua nodded slightly, looking back at Max. The pain was evident in his eyes because Joshua had never been trained to hide it. Max almost envied his openness. "Joshua understands. People are afraid of things that are different – even people like Alec. But Max needs to understand, too. Max not the only one hurting; everyone missing Alec."

Max dropped her gaze, her eyes landing on her own hands, which were twisting together uncomfortably. "I know. It's just… I don't know what to do. I don't even know why this _happened_," The tears were back and leaking down her cheeks, and she hurriedly brushed them away. "It's just… it was so hard when he was in a coma, and all I wanted him to do was wake up. And now he has, and he's not even Alec. It's just so… God, it seems like some cruel joke."

"Not a joke," Joshua said firmly. He moved around the desk and rested his large hands on her shoulders, forcing her to look him in the eye. "Not fair, but not a joke. Alec needs help, needs us to remind him that he is Alec. Alec needs _Max_."

She laughed a little at that, and the action felt foreign to her after so much mourning. "That's so hard to believe. He's never needed me before."

Joshua looked at her strangely then, his eyebrows drawing into a puzzled frown. "Alec always needed Max. Always."

She chuckled again, this time a more disbelieving sound. "What? Josh, Alec doesn't—didn't need anybody. He was always fine on his own."

For the second time in her memory, Joshua looked angry. In fact, he looked every bit as angry at her as he had been when she'd told him she was going to track down his wayward brother. "Alec never fine. Joshua told Max that – showed Max his painting. Joshua told Max to look past tricks and treats." His gaze became cold, something she had never thought Joshua capable of. "Max did not listen?"

A slightly stunned silence greeted those words, but after a few moments Max felt defensiveness rise in the pit of her stomach. "Of course I did, Josh! I trust Alec and depend on him much more than I did then. And besides, his behavior around the time that you showed me your painting made it difficult to have faith in him. The way he acted—,"

"Alec has scars," Joshua interrupted, looking unimpressed, and even disappointed, with her arguments. "That is why he acted strange then. Joshua saw it and understood — Alec upset about Manticore. Joshua told Max." He sent her another steely glare and then repeated, "Max did not listen. Max has spent months and months with Alec, depending and trusting him. But Max did not look any farther than she had already seen."

"I _did_!" She said, a little desperately; she hated having the anger in his eyes directed at her. Joshua was one of the kindest people she had ever met, and he rarely became as furious as he was now. "I know it was about Rachel then, Josh, I understand now. He was remembering what he did and I—," She broke off suddenly as a thought suddenly blossomed in her brain. He eyes widened as she stared at Josh, and she saw a flicker of concern weave through the anger in his gaze.

"Max?" He asked questioningly, seemingly unable to stop himself from making sure she was alright, despite that fact that he was furious with her.

"He remembered—Joshua, he remembered her!" Max's breathing became rapid as she pondered the weight of those words, and Joshua looked shocked. She moved away from her desk and began to pace, her hands flittering through the air to expel some of her nervous energy. "It took awhile, probably because he stayed at Manticore for years after the Berrisford Mission, and they kept brainwashing him. But once he got out, saw her house…"

She stopped talking abruptly and moved past Joshua and to the door. Leaning out of her office so that she had a decent view of HQ, Max bellowed, "_Someone get me Tara_!"

--------

494 was confused.

This had happened frequently throughout his life, given the fact that his missions and goals were never fully explained to him, only presented as unbreakable orders. Soldiers did not get explanations, and he knew that.

He wished the rule could be changed just this once, though. He would sure as hell like to know why he was in a dirty, polluted city surrounded by X5's, X6's, and even a few _anomalies_. He had heard of the transhumans, had known about the failed experiments and how inhuman they looked, but he'd never openly mingled with them. It simply hadn't been done at Manticore.

But he wasn't at Manticore, which led to his next problem. _Why_ wasn't he at Manticore? His memory felt strangely foggy, as if a storm had occurred inside of his brain and blown around all his thoughts and memories, but he still retained Manticore's training. He remembered duty, honor, and teamwork. He remembered how to disassemble and reassemble a Kalashnikov Assault Rifle in little less than three seconds, and he remembered that "freak out" meant to lose one's head completely in the occurrence of an unexpected situation or accident. And while he wasn't freaking out, this was certainly an unexpected situation, and he had no idea how he had gotten into it in the first place. He just didn't _remember_.

"This is our Mess Hall," One of the X5's beside him was saying, pointing to yet another dreary, crumbling building that omitted strange odors from behind its rusted metal doors. "Since we have inadequate storing facilities at this time, the only foods the Mess Hall can serve are easily stolen canned goods and other preserved meals."

494 nodded slightly, keeping his face carefully blank. Inside, however, he was grimacing. Canned goods from the outside world? Manticore's food hadn't been a picnic, but it could at least be cooked and stored in a freezer.

The X5 seemed to notice something in 494's silence, because he stopped walking and turned toward him. "You alright, Alec?"

There it was again, that name. 494 couldn't keep the frown from his face this time. It seemed vaguely familiar, as if he had heard the name once a long time ago and had forgotten until this moment. Still, he really didn't understand why they were addressing _him_ as Alec.

He recalled the only other X5 he had come into contact with besides the three at his side now, the gorgeous raven-haired woman from his bedside. Memories of the way she'd whispered the unknown man's name as if he was the most important person in the world flashed into 494's mind, and he remembered how her tearful eyes had met his and how her hands had rested over his fingers.

His heart thundered in his chest as he thought of her beautiful, sad face looking down at him, and in that moment he wished he _were_ Alec, if the man was really so important to her.

Pulling himself from his puzzling thoughts, he turned his attention back to the X5 staring at him quizzically.

"My designation's 494," He said awkwardly, absently raising a hand to scratch the back of his neck. He wondered if he would always have to correct people on this.

The X5's face whitened and his lips thinned, but he forced his face into something resembling a smile. "Of course. My mistake. Is there something wrong…494?"

He seemed to dislike saying the numbers, but 494 had no idea why; he had to have been raised to answer to a designation. They all were.

"No, it's nothing." 494 said resolutely, refusing to admit his confusion at the instability of his current position. His eyes snapped forward, away from the X5's gaze, but a sudden pressure on his shoulder caused him to look back in surprise. He realized the X5's hand was gripping his shoulder, and he reacted instinctively, knocking it off and ducking back.

The X5 looked concerned. "Al— I mean… It's fine, alright? You don't have to worry about bottling it all up and hiding it or whatever and— there's no one to answer to anymore, no one to punish us." He released a small laugh and 494's eyes widened a bit at the sound. "Well, except for Max. But she's got a soft spot for you, so you won't have any trouble there."

494 didn't respond to the attempted joke. He didn't care about this Max, who seemed to be the rogue trangenics' leader; 494 was still stuck on the fact that the X5 had said there was no longer a chain of command. No one to answer to? But 494 had _always_ had to answer to someone, follow someone's orders. How could he do anything else? Who would tell him what needed to be done?

He felt unsteady, as if his world had tilted and knocked him off his feet. He turned his confused, puzzled eyes to the X5 by his side, whose gaze held something that looked a lot like pity.

"You'll get used to it," He said in a low voice, as the other two transgenics watched them with knowing eyes. "It's scary at first, but it gets better. And eventually it's amazing, being able to make your own choices and not having to follow orders."

494 could hear the enthusiasm in the X5's voice, but the only thing he could feel was cold panic. He shoved it down, mastered it, but a little of that fear still seeped out from the tidy little box he'd locked it in, and he could only think one thing.

He didn't know how to survive like this.

"Come on, there's still more to the city," The X5 said, nodding his head in the direction of the next filthy-looking building. The three moved forward, but 494 stayed rooted to spot, his eyes roving over the unfamiliar territory around him. His three companions looked back at him after they realized he wasn't following.

"Uh… 494?" The lead X5 said, raising an eyebrow.

"Take me to Max," 494 said, inwardly thinking his choice over. Whoever the woman was, she seemed to be in charge here, and 494 was in the mood to appreciate any form of authority.

"But we'd have to double back and walk to Headquarters instead of—," The X5 stopped suddenly at the stony look on 494's face. He released what sounded like a resigned sigh and then nodded, turning in the opposite direction.

-------

Tara looked like a frightened mouse caught in the paws of a particularly dangerous cat. Not an inapt description, but it wasn't exactly easy for Max to question someone who was staring at her with terrified eyes. The squeaking sounds Tara kept making didn't help, either.

"Tara," Max said impatiently, hands on hips and a fire behind her eyes. "I need you to answer a few questions, alright? So just come inside and shut the door."

The prospect of being locked inside a room with Max and a large dog-man seemed to be too much for the psychic, whose face drained of all color, but she dutifully stepped through the arch of the door anyway. Max walked over and slammed the door behind her, though she realized it would do little good; almost everyone in HQ had hypersensitive hearing.

"Alec remembered," Max began without preamble, and she saw shock cover Tara's face like a blanket. "Not now," she specified with an inward wince, "But after the Berrisford mission. Not when he was in Manticore, but once he got out and saw the place where she lived, he started to remember."

Tara blinked a few times and then narrowed her eyes in an almost clinical manner. "Did he remember everything or just bits at a time? And do you know how _much_ his memory improved – whether he recalled everything else he'd forgotten, or just the part about the girl?"

Max furrowed her brow as she sank deeply into thought, remembering the events of that week. He had become upset right after she'd asked him to ring the doorbell to the Berrisford mansion, so Max figured the familiarity of the buzzer and the house had forced the memories to resurface. She pondered over the other encounters she'd had with him around that time, stopping when she remembered his speech at the bar.

"He told me about Manticore," She said suddenly, her eyes darting up to meet Tara's. "He said, 'But you did what you had to do, and you tried to forget. And when you couldn't forget, they had ways of making you not care.'"

Max nearly flinched at the words; she could still hear them coming from his lips as he'd taken a sip of his scotch. He'd sounded so agonized and _angry_. She cursed her genetically perfected memory for allowing her to remember his exact tone and expression.

Tara raised her eyebrows. "That's true. As I told you before, X5's are the only ones who can make themselves forget. Manticore was able to use us," She adopted a slightly defiant tone, as if expecting Max to interject with insults again, "To make them _want_ to forget or not care."

"But he could have been referring to _more_ than Rachel," Max persisted, forcing herself not to start shouting. "What if those memories somehow triggered other ones; maybe he was remembering what he'd done before he'd made himself forget, what they'd forced him to do."

Tara stared at Max for a moment, her blue eyes almost as unsettling as Joshua's. "It's possible, but don't feel so hopeful," Tara replied at last. "Grasping at straws won't bring him back, Max."

"I'm not making this up to make myself feel better!" She burst out, before narrowing her eyes as a sudden suspicion floated into her mind. "Are you… _reading_ my emotions, or whatever it is you can do?" She asked, her voice dangerous.

"I can't control what I get from you," Tara replied, her voice cold and defiant. "But please, Max, listen to me. If he remembered the Berrisford Agenda, it's possible he could recall some of the more important events in his life. But if he didn't start remembering _everything_ he'd forgotten in that instance, the possibilities of it happening this time around are very slim. Things that can't be shocked back into him through visual and physical stimulants may slip through the cracks; he may never recover some of the more unimportant memories. For instance, did he regain any of the shy, innocent demeanor he'd had before forcing himself to forget?"

"No," Max answered after a moment, remembering the way he'd buried the pain from Rachel's death and stayed exactly the same as he'd been for as long as she'd known him. "But he'd lived and gone through a lot of things for years after that, so maybe his personality had already been changed. And it's obvious he can remember _some_ things." She retorted, struggling to keep her tone strong even as her hope started to fade.

"Important or monumental events, yes, it appears so."

Joshua, who had been silent up until this point, cleared his throat. "But what important to Alec?" He asked, his eyes holding a combination of worry, happiness, concern and a hundred other emotions. Max realized that he'd managed to ask one of the most important and thought-provoking questions in their entire conversation.

"That," Tara said, turning toward him, "is up to him."

**End of Chapter 6**

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	8. Chapter 7

**Chapter 7**

Max continued to pace, lost in thought, her gaze resting absently on the threadbare carpet. Joshua and Tara seemed to have fallen into their own contemplative silences, and for a few moments the only sound in the room was the ticking of the dirty little clock on her desk.

"So," Max said finally, turning back to the other two, "We should probably make a list of what seemed important to him," She held up a hand when Joshua began to speak, "I know we can't really be sure, but I think we can come up with a few reasonable ideas. It'd be a start, anyway, since Alec can't exactly tell us."

They lapsed into silence again, Max barely knowing where to begin. What had been a big part of Alec's life before all of this? Terminal City, obviously; Max would be sure to speak with all of the people who had seemed to close to him. They could each take turns talking to him and showing him around the city, maybe take him to his favorite haunts—

"Why don't you go see him, Max?" Tara's timid voice interrupted Max's planning, and she glanced up in surprise.

"What?"

"Well, I mean, aside from the people he met at Manticore, didn't you know him the best?" She asked, "I heard you two were friends for awhile before we all moved into Terminal City."

Max was slightly taken aback. "Well, yeah…. I mean, we worked together, and sometimes we'd hang out at Crash with the gang."

Tara couldn't have known exactly what Max was talking about, but she didn't seem all that interested. "And he stayed here for you, didn't he?"

Max went rigid with shock. "_What_?"

Tara looked confused and a touch apprehensive. Dealing with Max's temper over the past few days had clearly taught her to tread carefully on subjects that confused Freak Nation's leader. "Well, I mean… that's what I heard, and why wouldn't he have moved away after Manticore burned down? Most of the X5's did, because Seattle was such a hotspot, and—,"

"Max does not understand," Joshua broke in, stopping Tara's babbling. "Joshua already tried."

Max glared at him, and then turned her furious gaze on Tara, who promptly closed her mouth. She was getting tired of people acting as if she hadn't taken any time to understand or get to know Alec. Maybe she hadn't started long, sappy conversations about their inner feelings, but she'd always been there for him when he'd wanted to talk or vent. Granted, he'd rarely taken her up on that offer because he had similar views on emotional discussions. But still, the option had always been there.

She guessed it was possible that Alec had stayed in Seattle because she'd been the only person he had known on the outside, and she really did regret her behavior toward him at around that time. There were a lot of reasons for it, none of which she liked to think about too deeply, but the important thing was that she had stopped. She'd stopped judging him, and most of the dislike had been replaced with a certain kind of fondness, one she was sure Alec had felt, too. But the level of dependency they kept saying he had seemed unrealistic and out of character for him.

Even now, with his last true words ringing in her ears, she couldn't help but doubt it. He'd told her he loved her, but that could mean so many different things. Love, even the platonic kind, was complicated for a transgenic. They just weren't designed to show those kinds of emotions, and Alec was no different.

A knock on her door pulled her out of her confused thoughts, and Max glanced around, wondering who would be bothering her at a time like this.

"This better be good," Max called, a small warning in her tone.

The handle jiggled, the door swung outward, and a transgenic stepped into her office. He glanced around, looking surprised that there were two other people inside, and Max immediately scowled.

"Sav? What are you doing here? I thought you were watching over Alec."

"That's the thing, Max," Sav replied, his characteristically deep voice no more than a rumble in his chest. "We were trying to get him used to the city again, but he insisted—,"

The rest of his sentence was cut off by a small ruckus outside the door, just out of Max's view. Max took a few steps forward, but the action proved unnecessary when Alec unexpectedly stepped into the room.

He was followed by two other transgenics, but Max didn't really notice them through the sudden roaring in her ears. She involuntarily took a step backward, her jaw dropping and her face going slack. She saw some measure of her surprise reflected on his face, but she her mind was too scattered to really understand what it meant.

She hadn't expected to see him today. In fact, she had been avoiding this meeting since he'd woken up, and she had planned to keep right on avoiding it until they had at least come up with a plan to get his memory back.

Removing her jaw from the floor, Max tried to pull herself back together. After a moment of thick, heavy silence, she opened her mouth to say something. She had no idea what, but she couldn't stand the tension in the room.

The action became unnecessary, however, because at the same moment, Alec spoke. "It's _you_," He said quietly, his eyes trained steadily on her face.

Her heart stopped at his words and then began beating rapidly in her chest, as if to make up for the lost time.

"Me?" She asked shakily, not even daring to hope.

"From… from earlier," He replied, and his face pulled into a puzzled frown. "I remember… you were there when I woke up, weren't you? _You're_ Max?"

Max shot a quick glance at Sav, silently asking whether or not he'd told Alec her name. He nodded once, sadly, to show that he had.

The air released from her lungs in a soft whoosh, and she felt part of herself collapse. The disappointment was almost unbearable.

"Right," She said quietly, her voice trembling just slightly. "Right, Alec, I think we should—,"

"Why does everyone keep calling me that?" He asked abruptly, as if he couldn't contain himself any longer. Max stared at him in bewildered silence. "Alec," He clarified when he saw her confused glance, "Everyone keeps calling me Alec."

It was clear he was frustrated, she could tell by his tone and facial expression. She wondered what else he was feeling, and how much he had buried beneath the mask Manticore had instilled in all of its soldiers. Never show emotion, they had said, least of all fear.

"Okay," Max stalled, her voice still soft as she thought over her options. She'd have to tell him. If he was only remembering Manticore, he probably had no idea why he was here, and that part at least needed to be filled in. She wasn't sure about the rest.

"What would you like to be called?" She asked in the most patient voice she could muster. She couldn't help but feel like she was talking to a small child. That wasn't so bad, she supposed; she'd always had a knack for dealing with children.

He glanced around once at all of the people in the room, and she caught a flash of nervousness in his eyes. Then his gaze landed back on her, and his back straightened; he seemed to be coming to a conclusion. "Whatever you'd like."

It was clear from his stance that he was talking to _her_ and not anyone else in the room. She glanced at Sav, a shockwave of suspicion shuddering through her.

"What did you tell him about me?" She asked, shooting another glance at Alec to see how he responded. He didn't even blink at being talked about as if he wasn't there, but she wasn't surprised. If she was right about this, then Alec wasn't likely to question her or answer the query, himself.

Sav looked a little taken aback. "Just your name and that you were our CO—,"

She held up a hand, silently instructing him to stop. She had been afraid of that. If Alec had really stripped away everything but the soldier inside of him, then Max was willing to bet he'd just found his new source of authority. Her.

"Everyone out," She said abruptly, her voice louder and more commanding than before. She couldn't have this. She couldn't have him thinking that he had to follow her every order, and she certainly didn't want him comparing her to Manticore, even in some small way. It made her sick.

She received a lot of surprised looks, but after a few minutes every person trooped out of her office, one by one. Joshua was last, and he nodded once at her in a silent show of support. She sent him what she hoped was a reassuring smile as he closed the door, and then she turned back to Alec, who was still standing at attention and staring at the wall ahead of him

"You can relax," She said, a bit gruffly. She walked over to her desk and propped against the edge so that she had a clear view of him.

"Ma'am?" Alec asked, as if he was unsure of her command. She flinched.

"Max," She corrected, gritting her teeth. "And I said, you can relax."

She saw his shoulders loosen and his back curve slightly, but every move was carefully controlled. She sighed deeply.

"Max?"

The sound of her name on his lips sent a shiver through her, even though he was using an apprehensive tone she'd never heard from him before.

"Yeah?"

"I… I'm sorry I asked about—about the name."

He met her eyes then, and she could see the fear behind them. He was afraid of her, of what she would do to him because of his outburst. Her entire body tensed.

She had never hated Manticore more than at that moment. How could they take someone as strong-willed and independent as Alec and turn him into this submissive, fearful soldier in front of her? She didn't want to imagine what they had done to him to produce such a result.

She forced her muscles to loosen and then stood from her desk, taking a hesitant step forward. She was almost worried about frightening him. And indeed, she saw the alarm in his eyes, even though they stayed focused on a spot just over her shoulder. His gaze flew toward hers, however, when she carefully took his hand.

"Listen," She said, convinced that she had shocked him into _really_ listening to her. "I'm not your commanding officer." She saw the question in his eyes, the one he wouldn't dare ask, and she shook her head. "I'm not, Alec. I'm your friend. You don't remember, but I am."

She wished he would relax, but she knew he felt too out of place to do that in front of her. Unfortunately, Sav had unknowingly done one of the worst things he could have: He'd told Alec that he was supposed to answer to her. Doing so had solidified Alec's view of her before he'd even seen her, and that would make this so much harder.

"We're not at Manticore anymore," She said finally, knowing it would do no good to wait for him to become comfortable in her presence. "All of those orders and all of the… _things_ they made us do don't exist anymore."

He frowned, and she felt his fingers stiffen under her grip. "But, I thought—that X5 said—,"

"I lead, Alec," She interrupted, and he stopped speaking immediately. "But you don't have to follow. I mean, you _should_," She ventured for a teasing tone, trying to regain enough of her old attitude to joke around. "Because I'm always right. But you don't _have_ to."

He pulled his hand out of her grasp and stepped away from her, looking troubled. "How did I get here?" He asked, and his tone indicated that he had wanted to ask this question for hours. "Where's Manticore? What _happened_?"

"Manticore's gone," Max said, and for the first time, her voice was hard. "It burnt to the ground. They're _gone_."

She was confused by the flash of panic in his eyes. "But _how_?" He asked, looking completely taken aback. "How did I not know about this? Why can't I remember?"

"Because you made yourself forget," She said evenly, but inwardly she was fighting off the urge to sigh. She would have to tell him all of it. There was no other way to make him understand. Everything was too intricately connected to just gloss over certain details.

"But—,"

"Listen to me," She broke in, and once again his mouth snapped closed. She was torn between taking back that statement and telling him to interrupt her, just to show him he could, or getting on with it. She chose the latter, but it was a close thing. "You asked why people call you Alec," She said slowly, staring him in the eye, "It's because that's your name. I know, because I'm the one who named you."

She smiled slightly; she had almost forgotten that moment. She hadn't wanted to call him by his designation, so she'd decided to go ahead and pick out a name. She remembered thinking that even smart-ass breeding partners didn't deserve to be addressed like products, no matter what they had stamped on the backs of their necks.

Her smile faltered as she realized that it didn't even seem to fit him anymore; any hint of that old smart-aleck attitude was buried deep beneath years of military training. She wondered if it was even there are all.

Shaking her head, she noted the confusion on his face and continued, "We met at Manticore. Long story short, I torched the place and got everyone out – including you. We lived outside for almost a year, and then the public found out about us. Since then, there've been a lot of violent outbreaks, one of which forced us to move in here," She gestured around at Terminal City. "It's toxic to humans, so they can't come near us."

"No wonder it's such a dump," He muttered in a low voice, and then froze as if surprised at himself. Max stilled too, realizing the statement was something Alec would say – and _had_ said, on many occasions.

They stayed silent for a moment more, and then she shrugged her shoulders and continued, "That's why you're here, and that's why no one is calling you by your designation. We don't go by numbers anymore."

After a short pause, he ventured, "You said I made myself forget."

She nodded, unable to suppress a shudder. "You did. We're not sure why or how, but somehow you forgot almost everything."

His troubled frown deepened. "Why would I do that?"

She shook her head helplessly. "I don't know. Something was bothering you, but you never told me what and I—," She stopped when she realized her voice had gotten rough and emotional. She couldn't do this in front of him now; he had no idea who she was and she was sure he would only become uncomfortable with her sentiment.

"The point is," She said after a moment of awkward silence, her voice a little stronger. "We've got to figure out how much you kept, and how much you forced yourself to forget." She paused and then added uncertainly, "Do you remember… me, at all?"

His brow furrowed at her question, and it was such an Alec look that she almost let herself believe he was back. Then he spoke again and washed the fantasy away. "I don't think so, Max. I'm sorry."

**End of Chapter 7**


	9. Chapter 8

_A/N: If it helps, I do have an excuse. This chapter turned out to be a really difficult for me; I just couldn't get it to play out right, no matter how hard I tried. So I had a long conversation with my beta, I set it aside for a little while, and eventually was able to fix it up after a lot of different drafts. It wasn't laziness, I swear!_

**Chapter 8**

He had lied to her.

Maybe not technically, because he didn't _really_ remember anything about her—not her name, or her designation, or any of the experiences she said they'd had together. But there was _something_ there; something that made his heart beat faster and his stomach drop. He couldn't place the feeling, and he really had no idea why it kept happening, but those reactions still made his answer a lie.

She looked sad for a moment—dejected, even. It made him _want_ to take back his answer and tell her the truth, just to get that look off her face. But he didn't really know the truth, and even if he did, what was he supposed to say?

"Okay," She spoke again, quietly, and he noted the number of times she'd said that already. It was almost like a sigh, but not quite. "Why don't you tell me what you do remember, and we'll go from there."

He frowned at the order, not really wanting to share that information with her. But she was his Commanding Officer, no matter what she had said to the contrary, and that meant he had to answer her. Didn't it?

So he thought back. And as he did, he realized that he couldn't really remember _events—_just basic information that he was sure he had learned from Manticore. He knew his designation was 494. He knew he was an X5, and that his abnormal abilities had come from the careful splicing of human and animal DNA, mostly feline. He knew he had at one point been part of Unit Six, although he couldn't remember a single face or designation. In fact, every time he tried to recall his unit-mates, he received blurred figures and a small whisper of recognition, but nothing more. Confused, he repeated this information to Max.

She frowned and didn't say anything for a minute, and he was almost worried he had upset her again. "Okay," She breathed finally, and he fought the urge to quirk his lips. "Keep going."

The small inclination to smile died immediately; he didn't want to keep thinking about it. The more he tried to remember, the more befuddled he became, as if his mind was purposefully putting the information out of his grasp.

But she had told him to, so he tried. With some effort, he stopped thinking about his old unit and was able to finally lock onto a piece of information: He had been removed from Unit Six and trained for solo missions. He couldn't remember when that had happened, or how long he had been with his unit beforehand, or even how long it had taken him to pass the inspections necessary to become qualified for solo ops. It seemed that his measure of time had been distorted when he'd lost all his memories.

"I think… I think I was trained for assassinations." The words left his mouth without thought, but he felt sure of them once he heard the sentence out loud.

Her eyes flew to his face, and he could see shock written in them. He frowned at this, wondering why that, of all things, surprised her so much.

"Is that what they called them at Manticore?" She asked, her voice sharp. She seemed to become agitated when he didn't answer. "Think, Alec! Is that what they called them? Assassinations?"

He shook his head, bewildered. And he was getting incredibly tired of that feeling. "I don't _know_."

She must have sensed his frustration, because some of the tension drained out of her shoulders, and her voice was softer the next time she spoke. "Sorry. I said something to you once…" She drifted off and then shook her head. "That's good, Alec. Just keep trying."

Alec had the sudden urge to glare at her. He just wanted her to stop _pushing_, but since he knew that wouldn't happen, he again cast himself back into the few memories that hadn't slipped away from him.

Manticore. That's all he remembered. He remembered the fighting and defensive techniques he had learned—Tae Kwon-Do and Krav Maga being the most prominent—and he was sure he could speak at least seven languages with perfect accent and pronunciation. There was something else, too… something that tickled at his mind, but stayed just out of reach.

His fingers began to absently strum at the air.

What was it he was trying to remember? It wasn't Common Verbal Usage, which he recalled fine, or Field Med, or his training in weaponry. His fingers danced more agitatedly through the empty space as he struggled to regain the lost recollections, and after a few moments he paused in his thoughts to study the instinctual movements. He noticed that they had a pattern.

That was when it hit him.

"Max?" He asked hesitantly, still unsure about addressing her by name. When she met his gaze and nodded, he asked, "Do I know how to play the piano?"

Even though his question sounded strange to his own ears, she seemed to understand it, and he knew by the slight widening of her eyes and relaxing of her jaw that this was important.

"Yeah," The answer was tinged with surprise and a little breathy. "Yeah, Alec, you can. I heard you play once at Joshua's, do you remember that? Do you remember the locket?"

Her voice had taken on a loud, progressive quality that told him she was excited. He wanted to take a step back from her and avoid the intensity of her gaze, but he found himself drawn to it. Still, he couldn't lie to her again.

"No." He said, shaking his head again. He had no recollection of ever playing the piano before; only his fingers seemed to remember. "I don't know what you're talking about."

That look was back, the one he'd come to loathe after spending just a few minutes in her presence. The look that plainly told him he couldn't have more thoroughly crushed her if he'd tried.

"If you don't like the answers you're going to get, stop asking," He snapped curtly, unable to control the sudden burst of anger. Then he looked away from her, surprised. It was true; he didn't want to make her feel bad, and he wouldn't be able to stop it unless she kept pushing him. But he usually had much better control over his thoughts and speech than this.

At least, he'd thought he did. But apparently he was missing a few years, so what did he know?

He was drawn out of his musings by a strangled sound that seemed halfway between a growl and a sigh. He looked back at Max and was immediately surprised by what he saw on her face. She was hurt, he could tell, and he felt guilty for it. But she also looked suddenly, incredibly angry. It flashed in her eyes and heated her face, and for some reason, that felt _right_.

"Fine," She snapped, crossing her arms over her chest in what could be either a protective or infuriated move. "I won't ask you anymore, alright?"

That stirred him, and he felt the need to shout something back. But again he remembered the fact that she was apparently his superior and that he had already lost his temper once, so he kept quiet.

Something like disappointment flashed in her eyes. "What, that's it? You've got nothing else to say?"

She was bating him, he knew. He just didn't understand why. Was it a test? He shifted uncertainly, still trying to reign in his anger. He wanted so much to say something—_anything_—but training had taught him better. He kept his mouth shut and the room was silent for a few seconds.

"_Fine_!" She bellowed suddenly, and he was alarmed at the unbridled fury in her expression. She looked as if she was a step away from launching herself at him, and Alec took a precautionary step backward, trying to make his movements as unnoticeable as possible. He knew he'd failed when her eyes flashed brighter, and he held his breath, waiting for the attack.

Then, to his surprise, Max seemed to break apart. Her shoulders slouched, her entire back curved and she bowed her head into her hands. He watched her with startled eyes as her small frame shook just slightly.

"Max?" He asked, his voice a wave of uncertainty.

Before he could say anything else, she was looking back up and walking toward him. He took another startled step backwards, but she overtook him anyway and threw her arms around his neck. He went rigid.

He stayed tense as her lips crashed over his, but he didn't pull back. For a tiny second, he felt something inside of himself react to her kiss. That reaction caused him to step forward and embrace her without thought, almost as if on instinct.

The tremulous rush of emotions was overpowering, and completely unexpected. He felt things crashing into place, although he had no idea what they were or what they meant. He drowned in them for a few brief seconds, his lips still brushing hungrily over hers.

Then he came back to himself and remembered that whoever's response he was feeling right now, it wasn't his. He didn't know that part of himself, and the power of the unknown emotions was too much to handle. He pushed her back, forgetting for a second that she was his CO and he was supposed to listen to her under any circumstances.

"_No_," He said harshly, his face cracking under the strain of so many overwhelming sensations. It terrified him. "Leave me _alone_," His voice was deathly quiet when he spoke, although it trembled with the emotions that were still fighting to break free. He ignored the flash of pain in her dilated eyes and the way her body seemed to curve into itself.

He couldn't bring himself to care about her. If he did, he knew everything that he'd felt at the beginning of that kiss would come back again and he, who was so used to forcing everything down that he really hadn't felt anything properly in years, couldn't handle it. He was sure it would break him. And no matter where he was or what Max said, he had been taught that a broken soldier was worthless.

He turned and stumbled towards the door, pausing only a few seconds to regain his balance and composure. When he walked out into Headquarters again, he was 494.

**-----------------**

"I don't like this," Mole grunted, and five sets of eyes glanced toward him. He glowered at each of his companions in turn, and then aimed his glare at Max's closed office door.

Tara sent him an annoyed glance of her own, although she doubted he would be intimidated by it. "If anyone can bring him back, it's Max. She's—,"

"You think I care that Pretty Boy comes back?" Mole asked, his grating voice like ice. He shrugged his massive shoulders carelessly. "Maybe now he won't go strutting around like he's king of the freaks. No, I don't like that our _leader_ is spending her time talking to the Princess when she could be doing things like getting us _food_."

Tara raised an eyebrow. To be frank, she was a little afraid of the grumbling reptilian-man. But she also knew he was bluffing, and she had never been one to let the truth slide through the cracks. Old habits died hard. "Why don't you just calm down and admit you're worried?"

The words halted Mole in his tracks, and he turned toward her with a furious glare. "_Don't_ use that psychic shit on me," He said in a dark tone, taking a menacing step forward. She cowered a little, but didn't let her gaze flicker from his face.

"Mole," Joshua said warningly, and Tara suddenly found herself facing Joshua's tall, wide-shouldered back. "This is not helping."

Mole glared at Joshua for another moment and then took a grudging step backward. His eyes flashed towards Tara's again, though, and his voice was still dangerous when he said, "Long as she keeps herself out of my mind."

"I don't read minds," She couldn't help but add, not entirely realizing that silence was probably a better response. "Just _emotions_. Moods."

"Yeah?" He asked in a derisive tone, taking a step forward and speaking to her over Joshua's shoulder. "Well, I don't have emotions, sister. So stop trying."

Tara opened her mouth to prove him wrong – she could _feel_ his anxiety seeping into her from halfway across the room—but Joshua looked down at her and shook his head. She closed her mouth with a snap and turned her attention back toward Max's door, and the room fell silent once more.

She didn't know what kinds of combinations made up her genes, but she didn't really need superhuman hearing to know what was going on inside that room. She could feel it, the awkward, confused tension on Alec's end and the painful hopelessness from Max. This conversation certainly wasn't a fun one for either side. She wondered about the pair, as she often had before any of this had happened.

Being what she was, she tended to melt into the background; see but not be seen. She steered clear of the transgenics who hated her—which, most of them did. Tara's arguments had been valid ones when Max had showed that same inclination; she had done what she'd had to do, like everyone else in Manticore. Unfortunately, unlike everyone else, Manticore had used her against her own kind. And that was something she knew most would never forgive, even if she hadn't technically been the one torturing their minds.

So she stayed tucked away from most of the transgenic society, living in the apartment Max's crew had provided and observing everyone without comment. And two particularly interesting subjects had always been Max and Alec.

She had been able feel the bond between them from the start; it would have been hard to miss even if she hadn't had psychic powers. She had also sensed the jumbled emotions on both ends, which she hadn't been able to separate any better than they seemed to. But the most intriguing thing about them was the sense of companionship she had rarely received from anyone else.

Transgenics by nature didn't settle or even let others of their own kind get too close. She felt that distance from them everyday, felt the barrier that everyone had built up as a defense against their brutal lives. But somehow Max and Alec had risen above that; maybe it was from spending a year living near each other voluntarily, or maybe they were just programmed a little differently. Maybe the fact that Max had been out for years longer than anyone else had shaped her differently, and maybe that had influenced Alec to be different, too.

Whatever the reason, it had given Tara hope that things could change. For her, and for everyone else. Maybe if they stayed out in the real world long enough, that wall could eventually break down enough for them to have actual relationships—families, even. But now that the bond was gone, washed away by Alec himself, she couldn't help but wonder what that meant for the rest of them.

An unexpected yell startled Tara out of her thoughts, and she realized with a jolt that, in the time she had lost herself in thought, the emotions inside of the room had switched from uncomfortable and perplexed to completely, unmistakably angry. Waves of fury pounded into her as if she was experiencing them, herself, and she wondered what on earth had occurred to cause such a shift.

The other transgenics were glancing around, alarmed at the sudden burst of activity. Another angry shout sounded and Joshua jumped toward the door, but Mole stopped him with a strong hand. His gaze met Tara's briefly, and she knew that for all their arguing, they at least agreed on this issue: Max and Alec had to work this out for themselves.

She waited with bated breath, and the only noises were the ones coming from behind the closed door. She still felt the anger from Max, which pretty much overrode everything else, but there was a small pang of confusion she knew Alec must have been experiencing.

And then suddenly, inexplicably, she felt it. Everything else died down—the rage, the bewilderment—and the connection sprung back up between the two occupants inside of the office. She stood without meaning to, her face pointed toward the door in utter awe.

She had felt that link disappear when Alec had forced himself to forget everything. She had _felt_ it vanish. There was no way it could return, not if Alec didn't even know who Max was. It was scientifically impossible. It was illogical.

It was… it was _happening,_ all the same.

And then, just as the wonderment of the moment filled her, the connection severed again. Intense rage, pain and uncertainty took its place again, and she felt cold at the horrible change. A second later, the door slammed open and Alec walked out, only he didn't look like the Alec from before, the one who would have felt that link to Max. He looked the same as he had for the past few days after waking up from the coma; impassive, unfeeling.

He looked like a soldier.

* * *

_A/N: I swear this next update won't be as long in coming! And reviews are always a good motivator!_


	10. Chapter 9

_Author's Note: No need to tell me; I know it's been_ forever_. I really am sorry about that, and thanks to those of you who are still reading. This part hasn't been beta'd; my beta has had to quit due to RL and all that that entails. If anyone is interested in beta'ing for this story, e-mail me and let me know! It'd basically consist of you reading over each part and then listening to me ramble. _

**Chapter 9**

Seattle was hardly beautiful. It held the vestiges, with its tall, graceful buildings and seemingly endless skyline. But the Pulse had ripped most of that grace and beauty away, leaving crumbling towers and dirty, bleak scenery.

Still, Max could appreciate the city. It was big and widespread in a way that made her feel small, insignificant. Like the entire fate of the transgenic population didn't rest on her shoulders. Like she wasn't destined to save the world from some freaky apocalypse that the Breeding Cult was planning. Like she hadn't potentially scared one of the only people she truly trusted away by pushing him too far, too fast.

Insignificant was good.

"It sounds like a medical condition."

Max started and turned away from the window. Logan was staring at her intently.

"What?"

"What happened to Alec." Logan replied, and Max nearly winced. After a moments' pause, he explained, "There are cases of people, sometimes children, reverting into themselves after a traumatic experience. They're fine physically, but they basically force themselves into a comatose state by creating a safe place in their minds."

Max sighed heavily, unable to restrain herself. This was all well and good, but the coma wasn't the problem now and Max wasn't fond of medical jargon. "And you think that's what he did?"

Logan might have heard the disinterested note in her voice, but he continued as if he hadn't. "It's possible. And then maybe his military training kicked in; you told me you were taught to force yourself to forget things, right?"

Max moved her jaw from side to side, disliking the idea of discussing Manticore with him. "Yeah."

"So maybe—,"

"Logan, this is interesting," Max interrupted finally, face set into a scowl. "But I don't really want to talk about it."

He looked confused, maybe even a little hurt, and she felt bad. "You didn't come here for help?" He sounded honestly bewildered.

She shook her head, sighing. "No."

"Then why?"

"I just needed—," She broke off and looked out the window again, taking in a world outside that wasn't surrounded by an eight foot fence. "I just wanted to get away for awhile."

"It's going that badly with him?" Logan asked, and there was understanding in his question. She looked at him for a second and then nodded.

"He just… I don't know what to do." She laughed, bitterly. "You know, usually when that happens, I ask Alec. Guess that's not an option anymore."

Logan nodded slowly, looking serious and pensive. He stayed quiet for awhile, and she almost thought the conversation was over. Then he said, "You miss him?"

She frowned; that was a tricky question. "Yeah, I guess. He was always a smartass, but he was dependable." He had been a lot more than that. Helpful. Knowledgeable. Caring. He'd done a lot of things for a lot of people, both in and out of Terminal City and sometimes without their knowledge. Sure he'd still had his moments of self-indulgence, but he'd adapted well with the rigors of leading a city.

"I imagine it's…. hard," Logan said slowly, as if the words almost pained him. "Being without him."

There was something deeper in his voice, a hint of meaning that revealed what he was actually saying. "Logan," Max said immediately, feeling alarmed. "I already told you. Alec and me… we're not like that."

He looked at her as if he didn't believe it, and she read his thoughts on his face. The idea hurt, but he didn't want to be lied to, either. Didn't want her to protect him out of some form of pity. And it wasn't a _complete_ lie—she and Alec had never been like that—but she didn't know if it was exactly the truth, either.

"He said he loved me," She admitted, fighting the urge to look toward the window and turn her back on him again.

This was awkward, mostly because they'd never truly ended things between them. She'd never said the words, anyway, and he'd never tried to make her. But when Max had been forced permanently into Terminal City after the incident at Jam Pony, their connection had gradually faded. There had just been too much to do. It was a constant uphill battle, running a city that the rest of the world wanted dead. She didn't have time to sneak past the ever-growing security against transgenics to visit Logan; she didn't have _time_ to look for a cure for the virus. And without a cure, she was nothing but a walking, talking time-bomb to him.

She'd eventually given Dix the job of communicating with Logan when the latter wanted to talk about Eyes Only, who was inching closer and closer to being back in action again. She'd stopped seeing Logan, stopped calling, stopped talking. It hurt too much to keep trying, not when there were so many obstacles. There were always, _always _obstacles.

She still mourned the loss of what she'd had with him, but she'd forced herself to move on awhile ago. Her people—her _family_—had needed her, so she'd done what had to be done. She just wasn't sure how Logan had adapted.

She pulled herself from her thoughts enough to notice that he didn't look surprised, and was actually staring at her as if waiting for her to continue and reveal something else that would shock him. "Didn't you hear me?" She asked incredulously.

"Yes," Logan said slowly, looking a little confused again by her attitude. "I already knew that."

Her mouth dropped open. "What? _How_?"

He paused again, looking as if he was gathering his thoughts. "His eyes always followed you every time you and he were in the same room. He always sought out your presence, even if he didn't need you. And he always helped when you asked him to." He shook his head at her dumbstruck expression and gaping mouth. "I was the same way, Max. I notice my own behavior in someone else."

She continued to stare at him, entranced by the idea. She'd never let herself think about it before. There had been plenty of times when the idea had trickled through her mind, too many to list, but she'd always written it off somehow. She and Alec weren't like that. He didn't feel that way, and she didn't feel that way. They didn't fit right.

"All this time," She breathed, her voice hardly more than a whisper. "How long do you think…?" She broke off the question when she saw Logan's face, his reaction to the awe in her voice. The guilt flooded her then.

This was cruel. Discussing her screwed-up, sort-of relationship with Alec with the man who had once loved her and, from the look on his face, _still_ loved her was wrong. She would only hurt him.

"I shouldn't have come here," She said, standing up suddenly.

He must have caught the emotions that had flitted over her face, or else knew her well enough to know what she was thinking, because he was immediately standing and protesting. "No, Max. Don't go."

It was spoken like a plea rather than a demand, and she felt her regret intensify. She shouldn't have looked for a way out, even if it was only for a little while; she should have stuck it out in Terminal City. That was her home, not this.

"Max," Logan said again, his voice low. "All these months…. You've barely talked to me. You stopped looking for the cure; you stopped asking for my help. I know what's going on here. I know that our… I know that it's not an option anymore." He shook his head, sadly. "But this is the first time you've come here in awhile. I want that, Max. I want to be—,"

"Friends?" Max asked, unable to keep the derision out of her tone. "How is that possible? How is that—after everything—?"

"I want to be here for you," Logan interrupted quietly, staring at her intently, bright blue eyes earnest. "I don't care what that means."

She stared at him long and hard, her eyes taking in every detail of his face. He was being earnest. He'd never been taught to think differently, so he was honest and idealistic and _hopeful_—she'd go as far to say naïve. He wouldn't understand most of the things she needed to talk about; he wouldn't understand the sacrifices she made for Terminal City, the not-so-right choices she made to keep them alive and eating. He wouldn't understand, not like Alec had.

But maybe she could talk to him for a little while, about minor things. Maybe it would even be cleansing, add a sense of finality to this; an ending to the saga that had been their relationship. Maybe not the Disney version, but that wasn't her lot in life. She knew that by now.

She sighed and walked a little closer—but not too close. "Well, for starters, Mole is a complete ass most of the time…."

* * *

"This is… where you live?" Alec asked awkwardly, glancing around at the less-than-impressive décor of Joshua's apartment. The furniture was shabby and sparse, splotches of dirt dyed a carpet that could have once been beige, and water stains adorned more than half of the ceiling. The only bits of color resonated from a series of paintings on the wall, which looked as if they had been placed with surprising care, exactly level and equal to one another.

"Yes," Joshua replied, sounding happy. "Max and Alec found apartment just for Joshua; it's near theirs." He pointed to the crumbling building across the street, and Alec studied if through the dingy window.

"So, Max and I…. we stay together?" Alec asked, hesitant and uncomfortable. He wasn't sure he wanted to find out—not really. He didn't want to think of what had happened the day before when she'd kissed him and made him feel all those _things_, but he couldn't just avoid it, either. He _had_ to know.

"No," Joshua said with a strange look in Alec's direction. "Live across the hall from each other. Max spends a lot of time at Medium Fella's apartment, though." Joshua paused and a frown marred his dog-like face. "Medium Fella', that's you."

Alec blinked. "Oh."

"Between Max and Joshua," Josh said, approximating Max's height with his open palm and then laying it on top of his own head.

Alec let out a small bark of laughter. Then he clamped his teeth together. "Right."

"Laughing is okay now." Joshua said, his blue eyes boring into Alec until he looked away.

"Right," Alec repeated.

Joshua sighed, a long, drawn-out release, and then brightened a little. "Wanted to show you something."

Alec nodded and even felt the urge to smile; Joshua's attitude was strangely infectious. He had never met an anomaly before, but being around one now wasn't nearly as difficult as he would have thought. In fact, Joshua seemed more or less like an X5. Just different-looking and without training.

Joshua walked sideways and ducked under a sloping doorway. Alec heard odd shuffling sounds, a few loud thumps and what sounded like a growl, and then Joshua reappeared with a long, rectangular object in his hands. He walked toward an empty isle and deposited the item—a painting, Alec realized with a zing of confusing familiarity—and turned it so that he could see.

It was…. puzzling. His first impression was black—black splotches, black splatters, and black lines all twisted and grew into each other so that the entire painting appeared convoluted. Above that and weaving through the darkness were a few primary colors, red being the most prominent but spurts of yellow and blue blending almost sneakily into the canvas as well. The affect was shocking, but not in a positive way—the vivaciousness of the colors only seemed to make the darkness more apparent.

"It's… you did this?" Alec asked, strangely captivated. He tried to follow a few of the black lines, but they bled into each other so much that it was impossible.

"Yes." There was pride in Joshua's voice. "It's Alec."

Alec froze, eyebrows knitting together at the cryptic statement. "What?"

"It's you," Joshua said again, waving a hand toward the panting. "Represents Alec. Red is outside; pretty colors, tricks and treats. Black represents inside because of Manticore."

Alec stared unblinkingly at the painting that was somehow supposed to be his likeness. It certainly was no portrait, but he could feel a sense of knowledge inside those brush strokes; there was honesty there, sincere, almost stark truth lingering within the unusual presentation.

Memories, small ones, assaulted his mind then, causing him to flinch and take a step backward. Most of them were Manticore, and all of them were Psy Ops. He couldn't remember specific words or events, not quite, but a few things stuck out. Pain was one of them. Incredible, unending, inescapable pain. Again and again and _again_.

He gasped and took a few more hurried steps away, turning his back on the painting. He breathed heavily through his nose, eyes clenched shut. He felt something itch at his consciousness, almost like an impulse, but he wasn't sure what he was supposed to be doing.

"Alec?" Joshua's voice pulled him out of his head, and he looked up at the tall transhuman. "Alec okay?"

Alec sucked in another breath and steadied himself, shoving everything else away. Tendrils of pain still seeped into him, as if the mere memories had hurt him. When he felt he could control it enough, he turned back toward Joshua.

"Manticore taught you to do this?" He asked, gesturing toward the painting without looking at it.

Joshua looked prouder still. "No. Joshua learned by himself."

Alec's mouth fell a little at the admission. That someone from Manticore could possess talent, true, complete talent without having been genetically coded for it stunned him. He looked around at the other paintings, recognizing the similar brush strokes and technique in each one. He didn't have a painter's eye, but he could pick out the parallels.

"You did all of these?" He asked, his eyes stopping on one that looked slightly different from the others. It was a portrait instead of an abstract painting, and it wasn't entirely realistic-looking. But again there was a sense of honesty around it, as it if had captured the true spirit of the woman and not just a feeble representation of her.

"Yes," Joshua replied, now studying his art, as well. He pointed to the one Alec was staring at. "Annie."

Alec absentmindedly scratched his neck, just above his barcode. "Who is she?"

He heard a sad, shuffling sigh and looked back at Joshua. Alec was startled by the sudden solemnity that hovered around his wide, gaping form. "She was neighbor before moved into Terminal City." He stared at Alec with those clear blue eyes, and Alec saw the same truth he'd seen in Joshua's paintings. "She died."

Alec felt something stirring within him, and it took him a little while to realize it was sympathy. It was a strange emotion, and one Manticore had never allowed. He abruptly recalled an exercise in which they had been forced to watch as the weakest of the X5's had been examined and then terminated; the remaining X5's had been punished for so much as looking affected. Sympathy led to emotion and emotion led to mercy, Manticore had said.

"How?" Alec asked, voice a little thick. He cleared his throat.

"My fault," Joshua said quietly, "All my fault. Left her alone; let them get her."

The vague explanation left him curious, but he didn't want to push. The pain was already etched deeply onto Joshua's face.

Then the words sunk in, and he felt them tug at him a little. The tug grew into an insistent jerk, until he was almost consumed by the sudden burst of emotion. It felt like regret and sadness and something else he couldn't define.

Bewildered, he forced himself to focus on something else. "I'm sorry, Joshua," Alec said, and he was surprised to find that he meant it.

"Joshua sorry too, Alec," Joshua replied, and he was the one looking sympathetic now.

"What for?" Alec asked, a little surprised.

Joshua just shook his head and gestured toward the kitchen. Alec followed him over, sitting on one of the ratty stools while Joshua opened different cabinets. "I make Mac and Cheese with little hot dogs." He said, pulling out the necessary ingredients. The box of noodles looked crushed and broken, and the package of hotdogs didn't look like it had faired any better. Still, Alec hadn't really eaten in days, and this sounded okay.

"Alright," He said after a pause, resting his arms on the countertop.

* * *

_I'm going to _try _to get this plot out and moving again, so until next time..._


	11. Chapter 10

_A/N: Yes, this story is still alive! I know it's incredible, isn't it? It took me a good week to pound this chapter out, and another before I resigned myself to posting it (I wanted it a little longer) but I figured you guys deserved something. This should introduce the plotline and therefore get the story moving again, but as I've made promises before, I'll understand if you don't trust me on that. But I am trying!_

* * *

**Chapter 10**

He ran his gaze over the decrepit landscape, lingering on the buildings and streets and in-between places that looked worse than others. This was Terminal City from the highest tower, in all its rundown glory. Snitches of Manticore lessons brushed through his mind, and he picked out vague words like "polluted" and "diseased" and "unlivable" from the vague recollections.

Surprisingly, being without his memory wasn't that hard. Aside from the bewilderment of his current situation and the constant stream of concerned or downtrodden looks from people he was supposed to remember, he felt kind of… weightless. As if he had no burdens or emotional baggage or problems of any kind.

He knew that this couldn't be true—he knew that the absence of metaphorical weight on his shoulders was unusual even if he didn't remember what had weighed on him so heavily before. But why would he want to let go of this feeling when everything right now felt okay?

That was what everyone wanted, he knew; what everyone was pushing for. They wanted him to _remember who you are, Alec! _But he didn't know any Alec, and when no one was around to call him that he could almost pretend that Alec didn't exist. And he could almost pretend that all those people attached to Alec didn't exist either, and that he was completely alone.

He liked alone. He was used to alone (or at least, he _felt_ used to it). It was being surrounded by people who actually looked at him like he meant something that really messed him up. And it was the niggling fear that maybe this really was all just a test designed by Manticore that kept him on his toes, never quite able to relax.

He still had this view of Manticore, one that wasn't a memory as much an all-encompassing impression that lurked in the back of his mind. And the belief that Manticore was truly gone, destroyed by one of its creations, didn't coincide with that notion.

He wondered when Max would be back. Probably soon, unless she didn't follow her own curfew. But then, he was pretty sure Manticore hadn't followed its own orders either, so there was no telling what Max would do. He really didn't get her, and mostly he just felt uncomfortable in her presence. She always looked like she was always expecting _something _from him, especially when the room was silent, and he was never really sure what.

He turned his eyes away from the landscape of Terminal City and focused instead on the city outside of it. There wasn't much difference; Seattle looked just as destroyed and gutted. But when he focused hard, he could tell that they weren't quite the same. There was no fence keeping anybody contained out there. He liked looking outside better than he liked looking at the ruins where he supposedly lived.

All that he found in here was a system of leadership that didn't really match up to his limited memory of Manticore but still had some sort of hierarchy. Only, Mole was allowed to bark orders at Max, who was the C.O, and even if she didn't follow them, she still allowed them to be said. And everything was chaotic and strange and almost _friendly_, and that just didn't make sense at all.

He decided right then that he hated it here. He hated the confusion and the expectations and the way every single transgenic in the city seemed to watch him as he passed. He hated the meals and paintings and people that stirred painful memories within him, not enough so that he remembered but enough to know that he didn't want to. And he hated Max, hated her because he was pretty sure that his counterpart, the loathsome Alec, didn't hate Max at all. And he didn't want to be Alec—he had already decided that much.

His heart started to pound, and the sound was heavy in his ears. He could smell the static in the air, knew that a storm would be coming in soon. The rain clouds sat heavy in the skyline, but seemed thickest over Terminal City; everywhere else tiny rays of sunshine pushed through cracks in the clouds.

He didn't think he believed in signs, but he made a decision anyway. Casting one more look at the place that had been his prison for the past few weeks, 494 climbed down his building and disappeared into the darkness.

* * *

Max glanced at her watch, and noted that she'd made it inside with three minutes to spare. She had been tempted to throw her own rules out the window, but as she was supposed to be leading by example and not by force and punishment, she'd dragged herself away from the safety of Seattle to throw herself back into the mess that was Terminal City.

Well, to be fair, Terminal City wasn't that much of a mess. Actually, it was doing surprisingly well; living conditions had inclined steadily and eventually reached an even plateau, and so far nothing had fallen. No, she couldn't deny that the problems weren't so much business as emotional. Not that she was the only one affected, either; half the city was in mourning over the loss of their SIC. The other half were less than fond of Alec, but they celebrated quietly to themselves; she had made it clear that nothing else would be tolerated.

In fact, she didn't really tolerate that, either. But this was politics, and not everyone was going to like or agree with the way things ran and who ran them. Especially since they were dealing with transgenics, who were as abnormally stubborn as they were strong. Alec hadn't ever cared about the half that didn't care for him, especially since it was the portion that mostly supported Max. It balanced out about evenly, he'd said with a laugh.

She shook her head as she made her way to Headquarters; she had to stop thinking for a little while. They had a food run at 0100 hours, and she had to oversee the entire project. It was an easy enough thing, but there were still lives resting in her hands, and she never took that lightly.

As she made her way into HQ, her eyes scanned the area of their own accord. He wasn't there, and she fretted a little, but told herself to toughen up. As long as he was in Terminal City, he was safe.

"Ready to go, Princess?" Mole asked, for once without the cigar in his mouth. The absence of the obstacle made his voice sound strange.

"Always," Max replied succinctly, but the grin fell flat on her lips.

Mole grunted and began checking the weapons. Max hated using them, but most times a gun in the hands of a trained killer was enough to get people to back off without much of a fight. She'd banned anyone from actually using them to kill anyone, though. And it wasn't just her "bleeding heart," as most people jeeringly called it; bad PR right now would be a death sentence.

She stepped over the heap of monitors and electrical wires and strapped on the small headset. It crackled in her ears, but otherwise stayed silent. She was a little early.

"Your team will be ready in five," Mole grunted, strapping on all of the weapons and barreling toward the exit. She nodded absently.

She'd already debriefed the X5's and they pulled jobs like this at least three times a month, so she was reasonably sure this would go well. Still, to be safe, she studied the parameters of TC through the surveillance monitors to confirm that their exit was clear. Overseeing the project was more nerve-wracking than doing the actual breaking and entering.

Exactly five minutes later, her headset sputtered to life. "Alpha One to Base."

"Coming in loud and clear, Alpha," Max replied. Four more codenames buzzed through the connection, and Max approved each one of them. And then they were on the move.

She guided them easily, although it had taken her a long time to be comfortable with giving orders. It had similarly taken them awhile to adjust to taking them from an 09'er, and she'd specifically picked people who didn't doubt her authority. Some were more accepting than others.

They were going for a new building tonight, one of the factories on the outskirts of the city. It was far, but that wasn't much of a hindrance and it guaranteed lower security. Her nerves jangled as they neared the area.

"Okay, Team," she said, remembering for the hundredth time that if this went south it would be her fault. "Move in."

* * *

Max lifted the last heavy box from the truck and then banged hard on the truck bed, signaling the driver to take off. As it lumbered out of sight, she hefted the box into one of the many piles to her left, where a slew of transgenics were accumulating to transport the food to the kitchen. It would be stored there; since they were mostly canned and packaged goods, no refrigeration would be necessary.

This routine had taken a surprisingly long time to hammer out, but now the work was basically done. She'd stand here for awhile and make sure all of the boxes got delivered, and then she'd be free to go. She checked her watch; just after five o'clock in the morning.

Good thing she didn't need much sleep.

"Nice job, Princess," Mole grunted from her left.

"You too," She said, resisting a sarcastic response and smiling just slightly.

Mole stayed by her side, and Max glanced sideways at him. He was shifting from foot to foot, hands fiddling with the unlit cigar in his hands.

"Mole?" She asked, realizing the strangeness of his behavior. Mole didn't _fidget_.

"No one's seen Pretty Boy for awhile," Mole said, almost casually. But he'd stilled, as if bracing for an oncoming attack.

Max froze, too. "What?"

He grunted. "He hasn't made an appearance in awhile—just thought I should let you know."

Max whirled on him. "_How long_?" She demanded.

Mole took a step backwards, but his scaly face hardened. "How am I supposed to know? I'm not a babysitter, Max—and neither is anyone else here, come to think of it."

"You do realize the state he's in, don't you?" Max thundered, stalking closer. She didn't care that Mole had a good two feet on her or that he had a gun strapped to his back—she was going to _kill_ him. "You do realize how dangerous it is, letting him wander alone, by _himself_?"

"Because he's _not_ a grown transgenic with skills and instinct and training, and he _doesn't_ have a face that'll blend right into the crowd if he were to go outside Terminal City gates?" There was a hell of a lot of bitterness there, and Max didn't like the sound of it.

"Have you been keeping this from me on purpose?" She asked, staring up into his green-tinged eyes. He was huge, but her fury almost put them on a level playing field.

Mole stared into her eyes, gaze steely. "We _needed_ food. And if I'd told you earlier, you would have run off and wasted hours searching for him instead of supplying it. As CO, you should know how to put things like this above helping _one_ person."

"Then why didn't you trust me to do it?" She asked, voice shaking just slightly and betraying her.

"Because I never trusted you to be our leader, anyway."

That stung, but not as much as it would have a few months ago. She'd gotten used to the constant string doubts and dislike from some of the more grudging transgenics. She just hadn't heard Mole say it so bluntly before—strange, since he never sugarcoated anything.

"You gonna run off to save him now?" Mole asked gruffly when she didn't respond.

"Do you think he _left_?" She asked, horror putting a tight knot in her throat. She couldn't even imagine Alec alone in Seattle. God, he didn't know _anything_ about surviving out there.

"I had a few people search around," Mole said, and that surprised her. "No one's turned up anything."

She swallowed hard. "Shit."

Mole stared at her silently.

"Think you're competent enough to take over for a few hours?" Or days—however long it took to find him.

Mole bristled. "I can damn well lead this place."

"Good. I'll check in at 0900 hours."

He nodded curtly, and she took off at a run.

* * *

_To be continued..._


	12. Chapter 11

**Chapter 11**

It only took 494 a few hours to realize that tactically, this may not have been the best plan. He knew less about Seattle than he did Terminal City, and it only took him a few minutes to pick on up the tense, suspicious ambiance that seemed to seep from everything and everyone. It was like the city was tensed and holding its breath for something, but he had no idea why.

The streets weren't very crowded, but a few pedestrians dotted the otherwise empty landscape. They looked at him as he walked by, and their expressions embodied that strange tension he felt in the air. Terminal City still loomed in the background, but he could feel a strange sense of release with every step he took. _Finally_ no more pretending to be Alec. He was free.

He was also lost. Not knowing anything about the city, he wasn't sure where exactly he was or even where he wanted to go. He hadn't really thought of a destination before he'd left, a fact that seemed ridiculous in hindsight.

He stopped at a long line of cars and other types of transportation, realizing that the area up ahead was roped off. Frowning, he drifted to a spot in line and waited to reach the front.

When he did, a man in some sort of uniform greeted him with a gruff, "Sector Pass?"

"Uh," 494 said, pulling up short. He had no idea what that meant. "Sorry?"

"Let me see your Sector Pass," When 494 didn't move, the guard gestured angrily. "Come on buddy, does it look like we've got all night? Show me your pass and I'll let you through."

"I don't…." He decided not to finish his sentence and began patting his clothes instead, hoping that maybe Alec had a Sector Pass. His hands eventually found a small, square card stuffed in his back pocket. He pulled it out. "Uh, here."

The man took the card and used some sort of scanning device to check it. 494 tensed himself to run, but the man just handed his card back and gestured for him to cross through.

"Jam Pony messenger, huh?" The man said before 494 had walked through the blockade.

"Uh, yeah," He replied, although he didn't know what that was.

"I heard about the hostage situation that happened over there. Those trannies do anything to you?"

"No," he answered, hiding his bewilderment. Then he slipped through the barrier.

He spent much of the day this way, because every few miles there was another Sector Checkpoint. He didn't really understand what they separated or why they were there, but from what he gathered it had something to do with controlling people. Keeping them in the city unless they had the right pass; being able to detain them if they didn't.

He still didn't know where he was going, and eventually he was far enough from TC that he stopped feeling the urge to keep moving. He made it to Sector Nine and walked more slowly, feeling his way around. There was a definite sense of familiarity with this part of the city, but he couldn't pinpoint any specific places or things.

Where was he going to go now? What exactly did he want to do? It was a question he was certain he'd never been allowed to ask at Manticore, and maybe that was why he drew a complete and total blank. He had no idea what to do next.

There were a lot more people on the street now, and the crowds were making him slightly uncomfortable. He instinctively pulled himself into the shadows and began taking less traveled paths, even though the stench was a little stronger in these places and itched at his nose.

He couldn't restrain his eyes from glancing everywhere; he'd never really seen anything like Seattle before. All of the buildings towered over him and seemed to block out what little of the sun was available through the curtain of clouds in the sky. It was a little better-looking than Terminal City in some of the places he passed through, too.

He sensed a sudden shift in the atmosphere and hastily glanced around, but nothing immediately stuck out. Then again, he wasn't exactly sure what _would_ stick out, but nothing screamed "danger," at least.

He walked a little further on and then looked around again, the hairs on the back of his neck still reacting to the sensation. It was then that he noticed a small group of men; there was nothing at all unusual about them except that they kept glancing furtively in his direction. And he'd seen them before.

Heart rate beginning to speed up, he walked a little faster. He could hear their footsteps now, and just when he thought about blurring away, one of them spoke.

"You got some nerve, asshole!"

494 stopped and turned, confused and a little intrigued. "What?"

Bad move. Because now they'd formed a circle around him, and he noticed that they were gripping strips of wood and metal bars in their hands.

"You think people wouldn't recognize you?" The first one spoke again, pounding a two-by-four into his meaty fist. The first thing 494 noticed about him was that he was covered in dirt; the second was that his face was twisted into a hateful snarl.

"Recognize me?" 494 asked blankly, still not following. He was tense now, but only in response to the animosity and crude weapons; he didn't understand the situation at all.

"From the news, you freak," The man breathed, taking a step closer. Then he swung the pipe and nailed 494 so hard in the jaw that the transgenic automatically staggered to the ground.

He was on his feet in a second, and it felt like a switch had been flipped. With frightening ease, he grabbed the metal weapon and whipped it through the air. It smashed into the dirty man's head and he went down immediately.

Then, as if the first attack had been some sort of cue, suddenly 494 was being hit from all sides. He struggled for a moment to find a weak spot in the ranks, and then he succeeded in securing another weapon—a piece of piping this time. He swung both simultaneously, which caused the circle to back off a little bit.

The men surrounding him were looking uncertain now, but one of them rushed forward, wooden bat raised. 494 caught him in the stomach with the metal rod and then slammed the pipe into his back. There was a loud _crack_, and the man fell to the ground and didn't get up again.

Yet another attacker stepped forward and 494 snarled, twisting his weapons in his hands. A look of stark terror passed over the thug's face and he halted dead in his tracks. Then he glanced around at his companions and the circle tightened around 494, who stiffened in preparation.

"I just called the police!"

The sudden shout was enough to send the entire circle scattering like feathers in the wind. 494 stood motionless, stunned by the abrupt lack of competition. He clenched his fists tight around his bludgeons and whirled around to face whoever had yelled.

He was faced with a very frightened, very pale man in wire-framed glasses. 494 prepared to swing.

"Alec!" The man shouted as he ducked. "What the _hell_ are you doing?"

494's mouth dropped open and his hands fell limply to his sides. He let the pipe and the crowbar slide through his slackened grip, his head tilting in defeat.

Just when he thought he'd escaped Alec.

* * *

"Hey, Logan," Max said perfunctorily, but she didn't wait for him to return the greeting. "You know those heat sensors that the cops use now to track us down?"

"Uh, yeah," Logan said, valiantly trying to keep up with the conversation.

She gripped the cell phone more tightly in her hand. "Is it possible to shut them down all at once?"

There was silence for a moment. "I don't think they're all connected to one database or program, so probably not. I might be able to get you one, though, if that would help."

She thought about whether or not it was worth it to swing by Logan's place. She could probably pick up a few more useful supplies. "You think you could?"

"I still have a reasonably secure contact within the Sector police," Logan answered. There was a waited pause, and then he asked the question she'd been waiting for. "But _why_, Max?"

"It's…uh," She bit her lip and then told herself to just spit it out. "It's Alec. He kind of… took off."

She heard movement from the other end of the line, like he was shifting. "You mean ran away?"

"Yeah. And the thing is, he has no idea what's going on out in the world and I really, _really_ need to find him before he gets himself into trouble."

"Okay," Logan said, speaking as if he was trying to soothe a startled animal. "Just calm down. Come by my place, and I'll see what I can do."

She bit back her impatience; Logan was only trying to help. "Alright. I'll be there in five."

It took her less than that, actually, and as she crawled out of the manhole a few blocks from Logan's house she went over the facts in her head. Alec had been outside approximately three hours. He'd probably retained his talent for blending in; after all, she hadn't noticed that he was unhappy enough in Terminal City to leave. She'd even hope that maybe, given enough time, he would start remembering.

But he'd left, and he'd had about one hundred and eighty minutes to get himself into trouble. Knowing the way Alec could find trouble on a normal day with all his memories, she sped up her pace. Logan was expecting her, so she walked right through the door instead of knocking.

"Back here!" He called, and she followed his voice to his computer room. Everything looked a lot more low-tech than what he was used to, but the screens and wires and electric humming were still impressive. "It'll take me about an hour to get the thermal scanner," He informed her once he looked up. His fingers continued tapping at the keys even while his gaze was diverted.

"Oh," Max said, slightly disappointed. She'd gotten used to the transgenic efficiency in Terminal City, but not everyone could move at the speed of light. "Got anything for me right now?"

He paused and pointed to a device on his left, which was spewing out police scans. "Nothing's come up so far, which is good. That doesn't mean that White's team hasn't found him, but I think he's probably safe from them for now. They're still putting most of their effort into getting you."

Max released a heavy breath and allowed herself a small moment to relax. Then she stiffened up again. "How am _I_ going to find him, though?"

Logan smiled at her this time, and she was about to ask him what could possibly be good about this situation. Then he tapped his computer mouse, and a large picture of Alec flashed up on the screen.

"He's passed through a few Sector Points since he left. I've tracked him through to Sector Nine, and he hasn't shown up since then."

"So there's a good chance he's still there?" Max asked, trying to keep the burgeoning hope out of her voice. It would only make things worse if she didn't find him immediately.

"A very good chance, although the cameras are down in Sectors Two and Four. So if he's passed through those, we wouldn't know."

Well, that broadened her search a little. Still, he had limited it enough that she returned his smile. Well, more like stopped grimacing, but it was a start.

"Okay," She said slowly, ordering her thoughts together. "Do you have a sweatshirt or something I can borrow?"

Logan looked startled, but he nodded and walked towards the back of the house. A second later he reappeared with a large gray jacket in hand.

"It's not your favorite, is it?" She asked, holding her hands up. "Because you can't have it back after I… you know…"

He smiled at her again and tossed the jacket her way. "It's fine, Max. Did you get cold all of a sudden?"

"No," Max said, tucking the clothing into place. She pulled up the hood and then reached into her pockets for a pair of overlarge sunglasses. "It's just, if I'm going to be walking around out there, I'm going to need some sort of disguise."

"Wait, you think people might recognize you?" Logan asked, suddenly sounding concerned. He took a step forward, and she took one back to keep the distance between them.

"They saw me on the news for the Jam Pony incident, and I've been in the papers since then," Max said calmly, making sure he hair was tucked into the hood. "There's a good chance people will know who I am."

"Can't you do this another way, then? Send someone else to look for him—someone the media doesn't know?"

"No." Max said firmly.

"Why?"

She shook her head and turned towards the door, resisting the urge to run a weary hand over her eyes. He wouldn't understand, but she'd try anyway. "Because they can recognize Alec, too."

* * *


End file.
